Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 29, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | NTLA | ||
Entity Registrant Name | INTELLIA THERAPEUTICS, INC. | ||
Entity Central Index Key | 1,652,130 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Common Stock, Shares Outstanding | 45,225,345 | ||
Entity Public Float | $ 1,108,565,339 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 58,856,000 | $ 340,678,000 |
Marketable securities | 255,203,000 | 0 |
Accounts receivable | 7,547,000 | 10,471,000 |
Prepaid expenses and other current assets | 3,371,000 | 3,681,000 |
Total current assets | 324,977,000 | 354,830,000 |
Property and equipment, net | 17,061,000 | 15,272,000 |
Other assets | 5,277,000 | 6,133,000 |
Total Assets | 347,315,000 | 376,235,000 |
Current Liabilities: | ||
Accounts payable | 2,708,000 | 2,172,000 |
Accrued expenses | 10,742,000 | 7,999,000 |
Current portion of deferred revenue | 27,122,000 | 21,188,000 |
Total current liabilities | 40,572,000 | 31,359,000 |
Deferred revenue, net of current portion | 28,810,000 | 44,111,000 |
Other long-term liabilities | 13,000 | 168,000 |
Commitments and contingencies (Note 6) | ||
Stockholders’ Equity: | ||
Common stock, $0.0001 par value; 120,000,000 shares authorized; 45,224,480 and 42,384,623 shares issued and outstanding at December 31, 2018 and 2017, respectively | 5,000 | 4,000 |
Additional paid-in capital | 478,968,000 | 421,706,000 |
Accumulated other comprehensive loss | (28,000) | |
Accumulated deficit | (201,025,000) | (121,113,000) |
Total stockholders’ equity | 277,920,000 | 300,597,000 |
Total Liabilities and Stockholders’ Equity | $ 347,315,000 | $ 376,235,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 45,224,480 | 42,384,623 |
Common stock, shares outstanding | 45,224,480 | 42,384,623 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Collaboration revenue | $ 30,434 | $ 26,117 | $ 16,479 |
Type of Revenue [Extensible List] | us-gaap:LicenseAndServiceMember | us-gaap:LicenseAndServiceMember | us-gaap:LicenseAndServiceMember |
Operating expenses: | |||
Research and development | $ 89,115 | $ 67,647 | $ 31,840 |
General and administrative | 32,189 | 28,025 | 16,798 |
Total operating expenses | 121,304 | 95,672 | 48,638 |
Operating loss | (90,870) | (69,555) | (32,159) |
Interest income | 5,527 | 2,012 | 525 |
Net loss | $ (85,343) | $ (67,543) | $ (31,634) |
Net loss per share, basic and diluted | $ (1.98) | $ (1.88) | $ (1.42) |
Weighted average shares outstanding, basic and diluted | 43,069 | 36,006 | 22,222 |
Other comprehensive loss: | |||
Unrealized loss on marketable securities | $ (28) | ||
Comprehensive loss | $ (85,371) | $ (67,543) | $ (31,634) |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock [Member] | Accumulated Other Comprehensive Income [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2015 | $ (21,201) | $ 735 | $ (21,936) | ||
Beginning balance, shares at Dec. 31, 2015 | 2,558,755 | ||||
Conversion of convertible preferred stock | 88,557 | $ 3 | 88,554 | ||
Conversion of convertible preferred stock, shares | 23,481,956 | ||||
Issuance of units/stock | 167,139 | $ 1 | 167,138 | ||
Issuance of units/stock, shares | 9,955,554 | ||||
Exercise of stock options | 2 | 2 | |||
Exercise of stock options, shares | 257 | ||||
Issuance of shares under employee stock purchase plan | 259 | 259 | |||
Issuance of shares under employee stock purchase plan, shares | 23,209 | ||||
Equity-based compensation | 6,715 | 6,715 | |||
Equity-based compensation, shares | (1,191) | ||||
Net loss | (31,634) | (31,634) | |||
Ending balance at Dec. 31, 2016 | 209,837 | $ 4 | 263,403 | (53,570) | |
Ending balance, shares at Dec. 31, 2016 | 36,018,540 | ||||
Issuance of units/stock | 141,000 | 141,000 | |||
Issuance of units/stock, shares | 6,250,000 | ||||
Exercise of stock options | 1,156 | 1,156 | |||
Exercise of stock options, shares | 141,759 | ||||
Issuance of shares under employee stock purchase plan | 825 | 825 | |||
Issuance of shares under employee stock purchase plan, shares | 64,786 | ||||
Equity-based compensation | 15,322 | 15,322 | |||
Equity-based compensation, shares | (90,462) | ||||
Net loss | (67,543) | (67,543) | |||
Ending balance at Dec. 31, 2017 | $ 300,597 | $ 4 | 421,706 | (121,113) | |
Ending balance, shares at Dec. 31, 2017 | 42,384,623 | 42,384,623 | |||
Retroactive adjustment to beginning accumulated deficit for adoption of ASU 2014-09 at Dec. 31, 2018 | $ 5,431 | 5,431 | |||
Issuance of units/stock | 28,548 | $ 1 | 28,547 | ||
Issuance of units/stock, shares | 1,659,300 | ||||
Exercise of stock options | $ 10,651 | 10,651 | |||
Exercise of stock options, shares | 1,142,944 | 1,142,944 | |||
Issuance of shares under employee stock purchase plan | $ 1,018 | 1,018 | |||
Issuance of shares under employee stock purchase plan, shares | 68,865 | ||||
Equity-based compensation | 17,046 | 17,046 | |||
Equity-based compensation, shares | (31,252) | ||||
Other comprehensive loss | (28) | $ (28) | |||
Net loss | (85,343) | (85,343) | |||
Ending balance at Dec. 31, 2018 | $ 277,920 | $ 5 | $ (28) | $ 478,968 | $ (201,025) |
Ending balance, shares at Dec. 31, 2018 | 45,224,480 | 45,224,480 |
Consolidated Statements of Co_2
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2016 | |
Common Stock [Member] | ||
Units/stock issuance cost | $ 424 | $ 3,367 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (85,343) | $ (67,543) | $ (31,634) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 4,464 | 2,994 | 1,104 |
Loss on disposal of property and equipment | 75 | 166 | 13 |
Equity-based compensation | 17,046 | 15,322 | 6,715 |
Accretion of investment discounts | (676) | ||
Changes in operating assets and liabilities: | |||
Accounts receivable | 2,924 | (4,017) | (5,454) |
Prepaid expenses and other current assets | 310 | (1,893) | (979) |
Accounts payable | 232 | (488) | 1,784 |
Accrued expenses | 2,780 | 2,394 | 3,050 |
Deferred revenue | (3,936) | (12,988) | 67,975 |
Other assets | 1,022 | 902 | (6,435) |
Other long-term liabilities | (155) | (125) | (30) |
Net cash (used in) provided by operating activities | (61,257) | (65,276) | 36,109 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of property and equipment | (6,358) | (10,091) | (6,165) |
Proceeds from sale of property and equipment | 131 | ||
Purchases of marketable securities | (254,555) | ||
Net cash used in investing activities | (260,782) | (10,091) | (6,165) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payments to acquire in-process research and development | (600) | ||
Payment of preferred unit and preferred stock issuance costs | (100) | ||
Proceeds from common stock offering | 28,971 | 141,000 | 170,507 |
Proceeds from options exercised | 10,652 | 1,156 | 2 |
Issuance of shares through employee stock purchase plan | 1,018 | 825 | 259 |
Payment of common stock offering costs | (424) | (2,764) | |
Net cash provided by financing activities | 40,217 | 142,981 | 167,304 |
Net (decrease) increase in cash and cash equivalents | (281,822) | 67,614 | 197,248 |
Cash and cash equivalents, beginning of period | 340,678 | 273,064 | 75,816 |
Cash and cash equivalents, end of period | 58,856 | 340,678 | 273,064 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Purchases of property and equipment unpaid at period end | $ 1,071 | $ 805 | 3,090 |
Conversion of convertible preferred stock to common stock | $ 88,557 |
The Company
The Company | 12 Months Ended |
Dec. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
The Company | 1. The Company Intellia Therapeutics, Inc. (“Intellia” or the “Company”) is a genome editing company focused on developing curative therapeutics utilizing CRISPR/Cas9 technology both in vivo ex vivo The Company was founded and commenced active operations in mid-2014. The Company will require substantial additional capital to fund its research and development. The Company is subject to risks and uncertainties common to early stage companies in the biotechnology industry, including, but not limited to, development by competitors of more advanced or effective therapies, dependence on key executives, protection of and dependence on proprietary technology, compliance with government regulations and ability to secure additional capital to fund operations. Programs currently moving into development will require significant additional research and development efforts, including preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements include the accounts of Intellia Therapeutics, Inc. and its wholly owned, controlled subsidiary, Intellia Securities Corp. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S.”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition and the valuation of common and incentive units for the periods prior to the Company’s stock becoming publicly traded. Estimates are periodically reviewed in light of changes in circumstances, facts and experiences. Actual results may differ materially from management’s estimates, judgments and assumptions. Fair Value Measurements The Company classifies fair value-based measurements using a three-level hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1, quoted market prices in active markets for identical assets or liabilities; Level 2, observable inputs other than quoted market prices included in Level 1, such as quoted market prices for markets that are not active or other inputs that are observable or can be corroborated by observable market data; and Level 3, unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, including certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. As of December 31, 2018 and 2017, the Company’s financial instruments included cash and cash equivalents, marketable securities, accounts receivable and accounts payable. As of December 31, 2018 and 2017, the Company’s financial assets recognized at fair value on a recurring basis consisted of the following: Fair Value as of December 31, 2018 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 45,986 $ 45,986 $ - $ - Marketable securities 255,203 165,948 89,255 - Total $ 301,189 $ 211,934 $ 89,255 $ - Fair Value as of December 31, 2017 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 330,896 $ 330,896 $ - $ - Total $ 330,896 $ 330,896 $ - $ - The Company’s financial assets, which include cash equivalents and marketable securities, have been initially valued at the transaction price, and subsequently revalued at the end of each reporting period, utilizing third-party pricing services or other observable market data. The pricing services utilize industry standard valuation models and observable market inputs to determine value . Other financial instruments, including accounts receivable and accounts payable, are carried at cost, which approximate fair value due to the short duration and term to maturity. Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. As of December 31, 2018 and 2017, cash equivalents consisted of interest-bearing money market accounts, commercial paper and U.S. treasury securities. Marketable Securities The following table summarizes the Company’s available-for-sale marketable securities as of December 31, 2018 at net book value: December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In thousands) Short-term marketable securities: U.S. Treasury securities $ 165,959 $ 2 $ (13 ) $ 165,948 Financial institution debt securities 65,436 1 (17 ) 65,420 Corporate debt securities 23,836 - (1 ) 23,835 Total $ 255,231 $ 3 $ (31 ) $ 255,203 The amortized cost of available-for-sale securities is adjusted for amortization of premiums and accretion of discounts to maturity. At December 31, 2018, the balance in the Company’s accumulated other comprehensive loss was composed of activity related to the Company’s available-for-sale marketable securities. There were no realized gains or losses in the period ended December 31, 2018, and as a result, the Company did not reclassify any amounts out of accumulated other comprehensive loss during the period. The Company did not have any securities in a material unrealized loss position at December 31, 2018. The Company held no marketable securities at December 31, 2017. Concentrations of Credit Risk The Company’s cash, cash equivalents and marketable securities may potentially be subject to concentrations of credit risk. The Company generally maintains balances in various accounts in excess of federally insured limits with financial institutions that management believes to be of high credit quality. Accounts receivable represent amounts due from collaboration partners. The Company monitors economic conditions to identify facts or circumstances that may indicate that any of its accounts receivable are at risk of collection. As of December 31, 2018 and 2017, the Company’s two collaboration partners, Regeneron Pharmaceuticals, Inc. (“Regeneron”) and Novartis Institutes for BioMedical Research, Inc. (“Novartis”), accounted for all of the Company’s accounts receivable. Property and Equipment The Company records property and equipment at cost and recognizes depreciation and amortization using the straight-line method over the following estimated useful lives of the respective assets: Asset Category Useful Life Laboratory equipment 5 years Office furniture and equipment 5 years Computer software 3 years Computer equipment 3 years Leasehold improvements 5 years or term of respective lease, if shorter Expenditures for repairs and maintenance of assets are expensed as incurred. Upon retirement or sale, the cost of assets disposed and the corresponding accumulated depreciation are removed from the related accounts and any resulting gain or loss is reflected in the results of operations. Impairment of Long-Lived Assets The Company tests long-lived assets to be held and used, including property and equipment, for impairment whenever events or changes in circumstances indicate that the carrying amount of assets or asset groups may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. Evaluation of recoverability of the asset or asset group is based on an estimate of undiscounted future cash flows resulting from the use of the asset or asset group and its eventual disposition. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the asset or asset group, the assets are written down to their estimated fair values. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value, determined based on discounted cash flows. To date, the Company has not recorded any material impairment losses on long-lived assets. Income Taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes and for operating loss and tax credit carryforwards. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company’s deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which these temporary differences are expected to be recovered or settled. A valuation allowance is recorded to reduce deferred tax assets if it is determined that it is more likely than not that all or a portion of the deferred tax asset will not be realized. The Company considers many factors when assessing the likelihood of future realization of deferred tax assets, including recent earnings results, expectations of future taxable income, carryforward periods available and other relevant factors. The Company records changes in the required valuation allowance in the period that the determination is made. The Company assesses its income tax positions and records tax benefits for all years subject to examination based upon management’s evaluation of the facts, circumstances and information available as of the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50 percent likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, the Company does not recognize a tax benefit in the financial statements. The Company records interest and penalties related to uncertain tax positions, if applicable, as a component of income tax expense. Revenue Recognition The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) At inception, the Company determines whether contracts are within the scope of ASC 606 or other topics. For contracts that are determined to be within the scope of ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods and services. To achieve this core principle, the Company applies the following five steps (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when or as the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract. To the extent a contract includes multiple promised goods and services, the Company applies judgment to determine whether promised goods and services are both capable of being distinct and distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation. The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method, depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s collaboration agreements in Note 7. In addition, neither of the Company’s contracts as of December 31, 2018 contained a significant financing component. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative standalone selling prices. The Company typically determines standalone selling prices using an adjusted market assessment approach model. The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either (i) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, (ii) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or (iii) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. As of December 31, 2018, the Company’s only revenue recognized is related to collaboration agreements with third parties which are either within the scope of ASC 606, under which the Company licenses certain rights to its product candidates to third parties, or within the scope of ASC 808, if it involves a joint operating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement. For the collaboration arrangements under the scope of ASC 606, as discussed in further detail in Note 7, the terms of these arrangements typically include payment to the Company of one or more of the following: nonrefundable, upfront fees; development, regulatory, and commercial milestone payments; research and development funding payments; and royalties on the net sales of licensed products. Each of these payments results in collaboration revenues, except for revenues from royalties on the net sales of licensed products, which are classified as royalty revenues. For arrangements within the scope of ASC 808, the terms of these arrangements typically include payments received or made under the cost sharing provisions which are recognized as a component of revenues in the consolidated statements of operations. Licenses of intellectual property (“IP”): If the license to the Company’s IP is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from consideration allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the licenses. For licenses that are combined with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments: At the inception of each arrangement that includes development milestone payments, the Company evaluates the probability of reaching the milestones and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur in the future, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received and therefore revenue recognized is constrained as management is unable to assert that a reversal of revenue would not be possible. The transaction price is then allocated to each performance obligation on a relative standalone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of such development milestones and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect collaboration revenues and earnings in the period of adjustment. Royalties: For arrangements that include sales-based royalties, including milestone payments based on levels of sales, if the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue resulting from any of its collaboration agreements. The Company receives payments from its customers based on billing schedules established in each contract. The Company’s contract liabilities consist of deferred revenue. Upfront payments and fees are recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company satisfies its obligations under these arrangements. The Company also considers the nature and contractual terms of an arrangement and assesses whether the arrangement involves a joint operating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement. If the Company is an active participant and is exposed to the significant risks and rewards with respect to the arrangement, the Company accounts for the arrangement under ASC 808, Collaborative Arrangements. The following table presents changes in the Company’s contract liabilities during the year ended December 31, 2018 (in thousands): Balance at Beginning of Period Additions Deductions Balance at End of Period Year Ended December 31, 2018 Contract liabilities: Deferred revenue $ 59,868 $ 19,000 $ (22,936 ) $ 55,932 During the year ended December 31, 2018, the Company recognized the following revenues as a result of changes in the contract liability balance (in thousands): Revenue recognized in the period from: Year Ended December 31, 2018 Amounts included in the contract liability at the beginning of the period $ 22,936 Costs to obtain and fulfill a contract The Company did not incur any expenses to obtain collaboration agreements and costs to fulfill those contracts do not generate or enhance resources of the Company. As such, no costs to obtain or fulfill a contract have been capitalized in any period. Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses consist of salaries, equity-based compensation and benefits of employees, lab supplies and materials, facilities expenses, overhead expenses, fees paid to subcontractors and contract research organizations and other external expenses. The Company records payments made for research and development services prior to the services being rendered as prepaid expense on the consolidated balance sheet and expenses them as the services are provided. Contracts for multi-year research and development services are recorded on a straight-line basis over each annual contractual period based on the total contractual fee when the services rendered are expected to be substantially equivalent over the term of the arrangement. The cost of obtaining licenses for certain technology or IP is recorded to research and development expense when incurred if the licensed technology or IP has not yet reached technological feasibility and has no alternative future use. Equity-Based Compensation The Company measures employee equity-based compensation based on the grant date fair value of the equity awards using the Black-Scholes option pricing model. Equity-based compensation expense is recognized on a straight-line basis over the requisite service period of the awards and is adjusted for pre-vesting forfeitures in the period in which the forfeitures occur. For equity awards that have a performance condition, the Company recognizes compensation expense based on its assessment of the probability that the performance condition will be achieved. The Company measures equity awards granted to consultants and non-employees based on the fair value of the award on the date each portion of the award vests, which represents when the Company receives the related goods or services. Compensation expense is recognized over the period during which services are rendered by such consultants and non-employees until completed. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is remeasured using the then-current fair value of that equity award. The Company classifies equity-based compensation expense in its consolidated statement of operations in the same manner in which the award recipient’s salary and related costs are classified or in which the award recipient’s service payments are classified. (Loss) Earnings per Share The Company calculates basic (loss) earnings per share by dividing (loss) income by the weighted average number of common shares outstanding. The Company computes diluted (loss) earnings per share after giving consideration to the dilutive effect of stock options and unvested restricted stock awards that are outstanding during the period, except where such non-participating securities would be anti-dilutive. Segment Information The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s one business segment is the development of genome editing-based therapies. All of the Company’s assets are held in the U.S. and all of the Company’s revenue has been generated in the U.S. Recent Accounting Pronouncements In May 2014, the FASB issued ASC 606, which superseded existing revenue recognition guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company adopted ASC 606 effective on January 1, 2018 using the modified retrospective method. Please see the above “Revenue Recognition” section for a discussion of the Company’s updated policies related to revenue recognition and accounting for costs to obtain and fulfill a customer contract. Impact of Adoption The Company adopted ASC 606 using the modified retrospective method. The cumulative effect of applying the new guidance to all contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to accumulated deficit as of the adoption date. As a result of applying the modified retrospective method to adopt the new guidance, the following adjustments were made to accounts on the consolidated balance sheet as of January 1, 2018: Consolidated Balance Sheet January 1, 2018 (in thousands) Pre-Adoption ASC 606 Adjustment Post-Adoption Current portion of deferred revenue $ 21,188 $ (2,769 ) $ 18,419 Deferred revenue, net of current portion 44,111 (2,662 ) 41,449 Accumulated deficit (121,113 ) 5,431 (115,682 ) Year Ended December 31, 2018 Impact of changes in accounting policies As Reported Balances without adoption of ASC 606 Effect of Change Higher/(Lower) Collaboration revenue $ 30,434 $ 31,838 $ (1,404 ) Operating loss (90,870 ) (89,466 ) (1,404 ) Net loss $ (85,343 ) $ (83,939 ) $ (1,404 ) Net loss per share, basic and diluted $ (1.98 ) $ (1.95 ) $ (0.03 ) December 31, 2018 Impact of changes in accounting policies As Reported Balances without adoption of ASC 606 Effect of Change Higher/(Lower) Liabilities: Deferred revenue – current $ 27,122 $ 31,149 $ (4,027 ) Deferred revenue – noncurrent 28,810 28,810 - Stockholders' equity: Accumulated deficit $ (201,025 ) $ (205,052 ) $ 4,027 In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements In February 2016, the FASB issued ASU No. 2016-02, Leases Leases will adopt the new standard on January 1, 2019 and use the effective date as its date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods prior to January 1, 2019. Topic 842 provides several optional practical expedients in transition. The Company expects to elect the package of practical expedients which would allow the Company to not reassess its existing conclusions on lease identification, classification, and initial direct costs. Further, the Company expects to elect the hindsight practical expedient and to utilize the short-term lease exemption for all leases with an original term of 12 months or less, for purposes of applying the recognition and measurement requirements of the new standard. The Company also expects to elect the practical expedient which will allow it to not separate lease and non-lease components for all its leases. The adoption of the new standard is expected to result in the recognition of additional lease liabilities ranging from $19.0 million to $21.0 million, and right-of-use assets ranging from $21.0 million to $23.0 million as of January 1, 2019. The Company does not expect that the new standard will have a material impact to the Company’s consolidated statement of operations or cash flows. See Note 6 for additional information related to the Company’s lease obligations. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, (“ASU 2018-13”). In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”), which simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. the Company does not expect that the new standard will have a material impact to the Company’s consolidated financial statements. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 3. Property and Equipment, Net Property and equipment, net consisted of the following: December 31, 2018 2017 (in thousands) Laboratory equipment $ 22,453 $ 16,704 Office furniture and equipment 960 960 Computer equipment 929 845 Leasehold improvements 898 656 Computer software 433 436 Total property and equipment 25,673 19,601 Less: accumulated depreciation and amortization (8,612 ) (4,329 ) Property and equipment, net $ 17,061 $ 15,272 Depreciation and amortization expense was $4.5 million, $3.0 million and $1.1 million for the years ended December 31, 2018, 2017 and 2016, respectively. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 4. Accrued Expenses Accrued expenses consisted of the following: December 31, 2018 December 31, 2017 (In thousands) Employee compensation and benefits $ 6,175 $ 4,773 Accrued research and development 2,328 1,960 Accrued legal and professional expenses 1,633 587 Accrued other 606 679 Total accrued expenses $ 10,742 $ 7,999 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. Income Taxes The Company did not record net income tax benefits for the operating losses incurred during the periods presented due to the uncertainty of realizing a tax benefit from those losses. Accordingly, any benefit recorded related to these deferred tax assets was offset by a valuation allowance reflecting management’s conclusion that realization of those assets was not more likely than not. A reconciliation of the federal statutory income tax rate and the Company’s effective income tax rate is as follows: Year Ended December 31, 2018 2017 2016 Federal statutory income tax rate (21.0 )% (34.0 )% (34.0 )% State income taxes (8.6 ) (6.9 ) (6.7 ) Research and development tax credits (4.7 ) (3.4 ) (2.8 ) Stock-based compensation (0.6 ) 3.6 1.9 Change in U.S. tax rate - 18.7 - Change in valuation allowance 34.9 22.0 41.6 Effective income tax rate - % - % - % The Company’s net deferred tax assets (liabilities) consisted of the following: December 31, 2018 2017 (in thousands) Deferred tax assets: Intangibles, including acquired in-process research and development $ 1,201 $ 1,303 Capitalized start-up costs 463 502 Net operating loss carryforwards 34,234 9,406 Research and development credit carryforwards 11,766 5,817 Deferred revenue 12,199 15,913 Equity-based compensation 4,064 3,248 Accruals and allowances 1,359 1,112 Gross deferred tax assets 65,286 37,301 Deferred tax asset valuation allowance (64,046 ) (35,372 ) Total deferred tax assets 1,240 1,929 Deferred tax liabilities: Fixed assets (1,240 ) (1,929 ) Total deferred tax liabilities (1,240 ) (1,929 ) Net deferred tax asset (liability) $ - $ - As of December 31, 2018, the Company had federal and state net operating loss carryforwards of $128.2 The Company evaluated the expected realizability of its net deferred tax assets and determined that there was significant negative evidence due to its net operating loss position and insufficient positive evidence to support the realizability of these net deferred tax assets. The Company concluded it is more likely than not that its net deferred tax assets would not be realized in the future; therefore, the Company has provided a full valuation allowance against its net deferred tax asset balance as of December 31, 2018 and 2017. The valuation allowance increased by $28.7 million in 2018, $14.8 million in 2017 and $13.1 million in 2016. Utilization of the net operating loss and research and development credit carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986, as amended, due to ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of net operating loss and research and development credit carryforwards that can be utilized annually to offset future taxable income and tax expense, respectively. The Company has not yet conducted a study to assess whether a change of control, as defined in Section 382, has occurred or whether there have been multiple changes in control since inception. As of December 31, 2018, the Company had not identified any unrecognized tax benefits. The Company files income tax returns in the U.S. federal tax jurisdiction and Massachusetts and various other state tax jurisdictions. The Company is subject to examination by the Internal Revenue Service and Massachusetts taxing authorities. The returns in these jurisdictions since inception remain open for examination; however, there are currently no pending tax examinations. On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was enacted. This law substantially amended the Internal Revenue Code and among other things, permanently reduced the U.S. corporate income tax rate from 35 percent to 21 percent. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), which allows the recording of provisional amounts during a measurement period not to extend beyond one year of the enactment date. As a result of remeasuring the deferred tax assets and liabilities to the lower tax rate, the net deferred tax assets decreased by $12.6 million, which was offset by a decrease in the valuation allowance. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies Commitments Property Leases In October 2014, the Company entered into an agreement to lease office and laboratory space in Cambridge, Massachusetts under an operating lease agreement with a term through January 2020, with an option to extend the term of the lease for an additional five-year period which the Company plans to execute. Upon the execution of the original lease, the Company provided a $0.3 million security deposit. The Company has recorded this security deposit in other assets on the consolidated balance sheets. In January 2016, the Company entered into a ten-year agreement to lease office and laboratory space in Cambridge, Massachusetts under an operating lease agreement, with an option to terminate the lease at the end of the sixth year and an option to extend the term of the lease for an additional three years. Upon the execution of this lease, the Company provided a $2.2 million security deposit, which has been recorded in other assets on the consolidated balance sheets. In addition, the Company had prepaid $2.2 million in lease payments as of December 31, 2018 under the terms of this lease. The Company recognizes rent expense, inclusive of escalation charges, on a straight-line basis over the initial term of the lease agreements. The Company recorded rent expense of $6.2 million, $6.0 million and $2.7 million during the years ended December 31, 2018, 2017 and 2016, respectively. Future minimum lease payments under the Company’s property leases as of December 31, 2018 are as follows: Year Ending December 31, (In 2019 $ 5,616 2020 4,963 2021 5,507 2022 3,861 Thereafter - $ 19,947 Contingencies In connection with a July 2014 IP license with Caribou Biosciences, Inc. (“Caribou”), a stockholder who held 5.5 percent of the Company’s common stock at December 31, 2018, the Company gained access to sublicensed IP from various academic and professional institutions. Under these sublicenses, the Company may be obligated to pay development and regulatory milestones of up to $6.4 million, sales-based milestones of up to $20.0 million and up to mid-single-digit royalties on net sales of any products covered by issued patents to these entities in certain circumstances. |
Collaborations
Collaborations | 12 Months Ended |
Dec. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaborations | 7. Collaborations To accelerate the development and commercialization of CRISPR/Cas9-based products in multiple therapeutic areas, the Company has formed, and intends to seek other opportunities to form, strategic alliances with collaborators who can augment its leadership in CRISPR/Cas9 therapeutic development. Novartis Institutes for BioMedical Research, Inc. (“Novartis”) In December 2014, the Company entered into a strategic collaboration agreement with Novartis (the “Novartis Agreement”) with Novartis primarily focused on the development of new ex vivo Agreement Structure. The parties agreed to engage in collaborative research activities using its CRISPR/CAS9 platform to identify and research therapeutic, prophylactic and palliative products and services relating to the following applications: a) ex vivo HSCs and, b) ex vivo CAR-Ts. In addition, in the last two years of the collaboration term, Novartis may engage in research and development of a limited number of targets using the Company’s platform. Scope of Collaboration. During the five-year collaboration term parties may research potential therapeutic, prophylactic and palliative applications of the CRISPR/Cas9 technology in HSCs and CAR-T cells. Research expenses incurred by the Company in support of the collaboration are reimbursed by Novartis. HSC Program. The Company and Novartis agreed to conduct research of HSC targets under a research plan agreed upon by both parties. Within the HSC therapeutic space, Novartis may obtain exclusive rights to a limited number of these HSC targets, to be selected by Novartis in a series of selection windows. The Company has the right to choose a limited number of HSC targets for its exclusive development and commercialization per the specified selection schedule. Following these selections by Novartis and the Company, Novartis may obtain rights to research an additional limited number of HSC targets on a non-exclusive basis. Novartis is required to use commercially reasonable efforts to research, develop and commercialize at least one HSC product directed to each of their selected HSC targets. CAR-T Program . The Company has also agreed to collaborate with Novartis on research activities for CAR-T cell targets. After completion of the activities contemplated by the parties’ CAR-T cell program research plan, Novartis will assume sole responsibility for developing any products that it selects, arising from that research plan and the costs and expenses of developing, manufacturing and commercializing its selected research targets. Novartis is required to use commercially reasonable efforts to research, develop or commercialize at least one CAR-T cell product directed to each of its selected CAR-T cell targets. In Vivo Program. During the last two years of the five-year collaboration term, Novartis has the option to select a limited number of targets for research, development and commercialization of in vivo therapies using the Company’s CRISPR/Cas9 platform, on a non-exclusive basis. Following Novartis’ selection of each in vivo target, Novartis may offer the Company the right to participate in the research and development of such targets, in which case an in vivo program research plan for such target will be entered into between the Company and Novartis. Novartis is required to use commercially reasonable efforts to research, develop or commercialize at least one in vivo product directed to each of its selected targets. Novartis’ in vivo target selections are subject to certain restrictions, including that the targets, or all targets within a limited number of organs: (i) have not already been reserved by the Company pursuant to its limited right to do so under the agreement; (ii) are not the subject of a collaboration or pending collaboration with a third party; and (iii) are not the subject of ongoing or planned research and development by the Company. Governance. The parties formed HSC and CAR-T steering committees with responsibility for oversight of these respective research programs and approval of the associated research plans. The HSC steering committee is also responsible for the OSC program. These steering committees in turn are overseen by a joint steering committee. The above steering committees are comprised by an equal number of representatives from each party . Financial Terms . The Company received an upfront technology access payment from Novartis of $10.0 million in January 2015 and is entitled to additional technology access fees of $20.0 million and quarterly research payments of $1.0 million, or up to $20.0 million in the aggregate, during the five-year research term. To date, the Company has received $15.0 million in technology access fees and $15.0 million in research payments related to these programs. In addition, for each Novartis product under the collaboration (whether HSC or CAR-T, and as of December 2018, OSC), subject to certain conditions, the Company may be eligible to receive (i) up to $30.3 million in development milestones, including for the filing of an investigational new drug (“IND”) application and for the dosing of the first patient in each of Phase IIa, Phase IIb and Phase III clinical trials, (ii) up to $50.0 million in regulatory milestones for the product’s first indication, including regulatory approvals in the U.S. and European Union (“EU”), (iii) up to $50.0 million in regulatory milestones for the product’s second indication, if any, including U.S. and EU regulatory approvals, (iv) royalties on net sales in the mid-single digits, and (v) net sales milestone payments of up to $100.0 million. The Company is also eligible to receive payments for: (i) each additional HSC target selected by Novartis beyond its initial defined allocation, for which it will receive $1.0 million for each target (ii) each in vivo target that Novartis selects as described above, and (iii) any exercise by Novartis of certain license options under the agreement. Upon completion of the research collaboration term in December 2019, Novartis has the option to internalize the Intellia platform for a $50.0 million fee, which will allow them to select a limited number of additional CRISPR/Cas9 genome editing targets over 5 years. Up to $20.0 million of the internalization fee will be credited towards any milestone payments for any additional post-internalization targets (up to $4.0 million per target). Equity Investments. Additionally, at the inception of the arrangement at which time the Company was a privately held company, Novartis invested $9.0 million to purchase the Company’s Class A-1 and Class A-2 Preferred Units. The difference between the cash proceeds received from Novartis for the units and the $11.6 million estimated fair value of those units at the date of issuance was determined to be $2.6 million. Accordingly, $2.6 million of the upfront technology access payment was allocated to record the preferred units purchased by Novartis at fair value . License Grant to Novartis. In the 2014 Novartis Agreement, the Company granted to Novartis a license to its CRISPR/Cas9 platform technology, including a sublicense to certain platform rights licensed from Caribou, that is exclusive in the HSC, CAR-T cell and in vivo fields with respect to each target selected by Novartis pursuant to the agreement and the research plan as long as Novartis continues to use commercially reasonable efforts to research, develop, and commercialize CRISPR-edited products directed to such targets. Upon the expiration of the collaboration term, Novartis shall have the option to access and obtain a non-exclusive license to the Company’s CRISPR/Cas9 platform technology to research, develop and commercialize potential therapeutic, prophylactic and palliative products and services for a limited number of certain approved targets selected by Novartis, exercisable upon written notice to the Company within 30 days after the expiration of the collaboration term. Such approved targets are subject to certain restrictions, including that the targets may not have been already reserved by the Company pursuant to its limited right to do so under the agreement, may not be the subject of an existing out license of the Company’s CRISPR/Cas9 platform to a third party and may not be the subject of ongoing or planned research and development by the Company. This non-exclusive license will have a term of five years commencing upon the completion of the technology transfer by the Company enabling Novartis to practice such licensed rights, and Novartis may not select more than a specified number of approved targets in each year of this license term. License Grant to Intellia. Novartis granted the Company a non-exclusive license to its intellectual property covering small molecule for HSC expansion and to its LNP platform technology to research, develop and commercialize HSC and genome editing products, respectively, in the 2014 Novartis Agreement . Intellectual Property. IP that the Company develops within the collaboration related to the Company’s CRISPR/Cas9 platform will be owned solely by the Company, while all other IP developed within the collaboration, including IP covering products arising from the collaboration, will be jointly owned by the Company and Novartis. 2018 Amendment to the Agreement In December 2018, the Company entered into an amendment to this agreement with Novartis (the “Amendment”) which expands the scope of the Novartis Agreement to include the ex vivo development of CRISPR/Cas9-based cell therapies using limbal stem cells primarily against gene targets selected by Novartis in exchange for a one-time payment of $10.0 million which the Company received in December 2018. The governance, milestones and royalties associated with any limbal stem cell program will follow those for the HSC programs. As part of the amendment, Intellia rights to Novartis’ lipid nanoparticle (“LNP”) technology were expanded to include use on all genome editing applications in both in vivo and ex vivo settings Term and Termination . The collaboration term ends in December 2019. The term of the agreement expires on the later of (i) the expiration of Novartis’ payment obligations under the agreement and (ii) the date of expiration of the last-to-expire of the patent rights licensed to the Company or Novartis under the agreement. Novartis’ royalty payment obligations expire on a country-by-country and product-by-product basis upon the later of (i) the expiration of the last valid claim of the royalty-bearing patents covering such product in such country or (ii) 10 years after the first commercial sale of such product in such country. The Company may terminate the agreement if Novartis or its affiliates institute a patent challenge against its IP rights, and all improvements thereto, licensed to Novartis under the agreement. Novartis may terminate the agreement, without cause, upon 90 days’ written notice to the Company subject to certain conditions, including its payment of any accrued and future obligations as if the collaboration had continued through December 2019. Either party may terminate the agreement in the event of the other party’s uncured material breach or bankruptcy—or insolvency-related events. Accounting Analysis. The Company has concluded that the Novartis Agreement is subject to ASC 606 and has assessed the Novartis Agreement accordingly. The Company evaluated the promised goods and services under the Novartis Arrangement and determined that the Novartis Arrangement included two performance obligations: (1) a combined performance obligation representing a series of distinct goods and services including the licenses to research, develop and commercialize HSC products and their associated research activities and the licenses to research, develop and commercialize CAR-T cell products and their associated research activities; and (2) the preferred units. T he Company determined that the transaction price was $59.0 million consisting of the following consideration: (1) the upfront technology access payment of $10.0 million; (2) the additional technology access fees of $20.0 million; (3) the Company’s estimate of variable consideration of $20.0 million related to the quarterly research payments; and (4) the payment for the preferred units of $9.0 million. None of the clinical or regulatory milestones were included in the transaction price, as all milestone amounts were fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including that receipt of the milestones is outside the control of the Company and contingent upon future regulatory progress and the licensee’s efforts. Any consideration related to sales-based milestones and royalties will be recognized when the related sales occur as they were determined to relate predominantly to the licenses granted to Novartis and therefore have also been excluded from the transaction price. The Company will re-evaluate the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. The Company first allocated $11.6 million of the transaction price to the preferred units to record the preferred units purchased by Novartis at fair value. The Company then allocated the remaining $47.4 million of the transaction price to the remaining combined performance obligation of the licenses and associated research activities for HSC and CAR-T cell products. Revenue allocated to the combined performance obligation of the licenses and associated research activities for HSC and CAR-T cell products is being recognized on a straight-line basis over a period of five years, which, in management’s judgment, is the best measure of progress towards satisfying the performance obligation and represents the Company’s best estimate of the period of the obligation. Revenue Recognition - Collaboration Revenue. Through December 31, 2018, excluding amounts allocated to Novartis’ purchase of the Company’s Class A-1 and Class A-2 Preferred Units, the Company had recorded a total of $53.4 million in cash and accounts receivable under the Novartis Arrangement. Through December 31, 2018, the Company has recognized $38.9 million of collaboration revenue, including $10.3 million in the year ended December 31, 2018, $9.3 million in the year ended December 31, 2017, and $7.8 million in year ended December 31, 2016, in the consolidated statements of operations related to this agreement. As of December 31, 2018, there was approximately $ 18.5 million of the aggregate transaction price remaining to be recognized, which will be recognized through December 2019. As of each of the periods ended December 31, 2018 and 2017, the Company had accounts receivable of $6.0 million related to this agreement. As of December 31, 2018 and 2017, the Company had deferred revenue of $14.5 million and $11.2 million, respectively, related to this agreement. Amounts for 2018 are reflective of accounting under ASC 606 and amounts for 2017 are reflective of accounting under ASC 605 and therefore may not be comparable. Regeneron Pharmaceuticals, Inc. In April 2016, the Company entered into a license and collaboration agreement with Regeneron (the “Regeneron Agreement”). Agreement Structure. The Regeneron Agreement has two principal components: i) a product development component under which the parties will research, develop and commercialize CRISPR/Cas-based therapeutic products primarily focused on genome editing in the liver, and ii) a technology collaboration component, pursuant to which the Company and Regeneron will engage in research and development activities aimed at discovering and developing novel technologies and improvements to CRISPR/Cas technology to enhance the Company’s genome editing platform. Under this agreement, the Company also may access the Regeneron Genetics Center and proprietary mouse models to be provided by Regeneron for a limited number of the Company’s liver programs. Scope of Collaboration. Under the terms of the six-year collaboration, Regeneron may obtain exclusive rights for up to 10 targets to be chosen by Regeneron during the collaboration term, subject to a target selection process and various adjustments and limitations set forth in the agreement. Of these 10 total targets, Regeneron may select up to five non-liver targets, while the remaining targets must be focused in the liver. Certain non-liver targets from the Company’s ongoing and planned research at the time, as well as any targets included in another of the Company’s collaborations, are excluded from this collaboration. At the inception of the agreement, Regeneron selected the first of its 10 targets, transthyretin amyloidosis (“ATTR”), which is subject to a Co-Development and Co-Promotion Agreement (“Co/Co”) between the Company and Regeneron, the general terms and conditions for which were outlined within the Regeneron Agreement. Research Collaboration. Research activities under the collaboration will be governed by evaluation and research and development plans that will outline the parties’ responsibilities under, anticipated timelines of and budgets for, the various programs. The Company will assist Regeneron with the preliminary evaluation of its selected liver targets, and Regeneron will be responsible for preclinical research and conducting clinical development, manufacturing and commercialization of products directed to each of its exclusive targets. The Company may assist, as requested by Regeneron, with the later discovery and research of product candidates directed to any selected target. For each selected target, Regeneron is required to use commercially reasonable efforts to submit regulatory filings necessary to achieve IND acceptance for at least one product directed to each applicable target, and following IND acceptance for at least one product, to develop and commercialize such product. Reserved Liver Targets. The Company retains the exclusive right to solely develop products via CRISPR genome editing directed against certain specified genetic targets. During the collaboration term and subject to a target selection process, the Company has the right to choose additional liver targets for its own development using commercially reasonable efforts. Certain targets that either the Company or Regeneron select during the term may be subject to further co-development and co-commercialization arrangements at the Company or Regeneron’s option, as applicable, which either can exercise pursuant to defined conditions. Governance. The parties formed a joint steering committee (“JSC”), which is responsible for setting research objectives and overseeing the general strategies and activities undertaken by the parties under the Regeneron Agreement. Additionally, the parties formed a Joint Development and Commercialization Committee (“JDCC”) to oversee all profit share products under the Co/Co discussed below. The JDCC will have responsibility for overseeing the development, manufacture, regulatory matters, and commercialization (including pricing and reimbursement) of ATTR, as the first profit share product under the collaboration agreement. Financial Terms. The Company received a nonrefundable upfront payment of $75.0 million. In addition, on Regeneron programs that are not subject to co-development and co-promotion agreements the Company may be eligible to earn, on a per-licensed target basis, (i) up to $25.0 million in development milestones, including for the dosing of the first patient in each of Phase I, Phase II and Phase III clinical trials, (ii) up to $110.0 million in regulatory milestones, including for the acceptance of a regulatory filing in the U.S., and for obtaining regulatory approval in the U.S. and in certain other identified countries,, and (iii) up to $185.0 million in sales-based milestone payments. The Company is also eligible to earn royalties ranging from the high single digits to low teens, in each case, on a per-product basis, which royalties are potentially subject to various reductions and offsets and incorporate the Company’s existing low- to mid-single-digit royalty obligations under a license agreement with Caribou. Equity Investments. In connection with this collaboration, Regeneron purchased $50.0 million of the Company’s common stock in a private placement under a Stock Purchase Agreement (the “Stock Purchase Agreement”) concurrent with the Company’s initial public offering . Term and Termination . The collaboration term ends in April 2022, except that Regeneron may make a one-time payment of $25.0 million to extend the term for an additional two-year period. The agreement will continue until the date when no royalty or other payment obligations are due, unless earlier terminated in accordance with the terms of the agreement. Regeneron’s royalty payment obligations expire on a country-by-country and product-by-product basis upon the later of (i) the expiration of the last valid claim of the royalty-bearing patents covering such product in such country, (ii) 12 years from the first commercial sale of such product in such country, or (iii) the expiration of regulatory exclusivity for such product. The Company may terminate the agreement on a target-by-target basis if Regeneron or any of its affiliates institutes a patent challenge against the Company’s CRISPR/Cas or certain other background patent rights. The Company may also terminate the agreement on a target-by-target basis if Regeneron does not proceed with the development of a product directed to a selected target within specified periods of time. Regeneron may terminate the agreement, without cause, upon 180 days written notice to the Company, either in its entirety or on a target-by-target basis, in which event, certain rights in the terminated targets and associated IP revert to the Company, as described in the agreement. Following such termination, the Company may owe Regeneron royalties, in certain circumstances, up to mid-single digits on any terminated targets that the Company subsequently commercializes on a product-by-product basis for a period of 12 years after the first commercial sale of any such products. Either party may terminate the agreement either in its entirety or with respect to the technology collaboration or one or more of the targets selected by Regeneron, in the event of the other party’s uncured material breach. Co-Development and Co-Promotion Agreement. In July 2018, the Company and Regeneron finalized the form of the Co/Co that will be used as the basis for each Co/Co agreement directed to a target. Simultaneously, the Company and Regeneron executed the Co/Co agreement directed to the first collaboration target, ATTR, for which the Company will be the clinical and commercial Lead Party (see below). As such, Regeneron will be the Participating Party (see below), and will share equally in worldwide development costs and profits as long as it funds half of the defined research and development costs attributable to the ATTR program. Co-Development and Co-Promotion: Agreement Structure Under the Co/Co Agreement, Regeneron has the right to exercise up to at least five Co/Co options on the Company’s liver targets (other than the Company’s reserved liver targets), while the Company may exercise at least one Co/Co option on Regeneron’s liver targets, the exact number of Co/Co options being subject to certain conditions of the target selection process. Co/Co options must be exercised (or forfeited) once a target reaches a defined preclinical stage. Within 15 days of exercising the Co/Co option, the party exercising the option must pay $1.5 million to the other party as compensation for prior work. The ATTR program was exempted from this payment. One Party will be the “Lead Party” and the other Party the “Participating Party”. The Lead Party shall have control and primary responsibility for the development, manufacturing, regulatory and commercial activities. The Participating Party shall have the right to consult on these activities through its participation on the JDCC and will have the right to co-fund development and commercialization activities in exchange for a share of profits. In general, the parties will share equally in worldwide development costs and profits of any future products. Prior to reaching a specific development milestone, the Participating Party may elect to reduce its share of worldwide development costs and profits by 50.0 percent Co-Development and Co-Promotion: Termination. Either party may terminate by providing 180 days written notice. If the Company terminates, the product becomes a Regeneron product, and is subject to all future milestone and royalty payment obligations under the Regeneron agreement. If Regeneron terminates and has contributed at least $5 million in development costs, the Company will pay low- to mid- single digit royalties on the net sales of the product, depending on co-funding percentage, stage at termination, if any, and Regeneron IP incorporated into the product. Accounting Analysis. The Company determined that the Regeneron Agreement is within the scope of ASC 606. The Company evaluated the promised goods and services under the Regeneron Agreement and determined that the Regeneron Agreement included three performance obligations: (1) a combined performance obligation including the licenses to targets and the associated research activities and evaluation plans; (2) a combined performance obligation including the technology collaboration and associated research activities; and (3) the common stock. The Company also concluded that the ATTR Co/Co meets the definition of a collaborative arrangement per ASC 808, which is outside of the scope of ASC 606. Since ASC 808 does not provide recognition and measurement guidance for collaborative arrangements, the Company has analogized to ASC 606. As such, the Company classifies payments received or made under the cost sharing provisions of the ATTR Co/Co as a component of revenues in the consolidated statements of operations. Under the Regeneron Agreement, the Company determined that the transaction price was $125.0 million, consisting of the following consideration: (1) the nonrefundable upfront payment of $75.0 million; and (2) the payment for the common stock of $50.0 million. None of the clinical or regulatory milestones were included in the transaction price, as all milestone amounts were fully constrained. As part its evaluation of the constraint, the Company considered numerous factors, including that receipt of the milestones is outside the control of the Company and contingent upon success in future regulatory progress and the licensee’s efforts. Any consideration related to sales-based milestones and royalties will be recognized when the related sales occur as they were determined to relate predominantly to the licenses granted to Regeneron and therefore have also been excluded from the transaction price. The Company will re-evaluate the transaction price in each reporting period and when events whose outcome are resolved or other changes in circumstances occur. The Company first allocated $50.0 million of the transaction price to the common stock. . . Revenue Recognition – Collaboration Revenue. Through December 31, 2018, excluding the amounts allocated to Regeneron’s purchase of common stock, the Company recorded a $75.0 million upfront payment and $12.1 million for research and development services under the Regeneron Arrangement. Through December 31, 2018, the Company has recognized $45.6 million, including $20.1 million, $16.8 million and $8.7 million of collaboration revenue in the years ended December 31, 2018, 2017 and 2016, respectively, in the consolidated statements of operations related to this arrangement. This includes $7.5 million, $4.1 million, and $0.5 million representing payments due from Regeneron pursuant to the ATTR Co/Co, which is accounted for under ASC 808. As of December 31, 2018, there was approximately $41.4 million of the aggregate transaction price remaining to be recognized, which will be recognized ratably through April 2022. As of December 31, 2018 and 2017, the Company had deferred revenue of $41.4 million and $54.1 million, respectively, and accounts receivable of $1.5 million and $4.5 million, respectively, related to this arrangement. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 8. Equity-Based Compensation Equity-based compensation expense is classified in the consolidated statements of operations as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Research and development $ 8,994 $ 7,280 $ 4,083 General and administrative 8,052 8,042 2,632 Total $ 17,046 $ 15,322 $ 6,715 Restricted Stock Restricted stock is measured at fair value based on the quoted price of the Company’s common stock. The following table summarizes the Company’s restricted stock activity for the year ended December 31, 2018: Number of Shares Weighted Average Grant Date Fair Value per Share Unvested restricted stock as of December 31, 2017 479,822 $ 0.90 Granted 86,250 22.98 Vested (411,372 ) 0.83 Cancelled (45,627 ) 8.31 Unvested restricted stock as of December 31, 2018 109,073 $ 15.53 As of December 31, 2018, there was $1.4 million of unrecognized equity-based compensation expense related to restricted stock that is expected to vest. These costs are expected to be recognized over a weighted average remaining vesting period of 1.6 Stock Options The weighted average grant date fair value of options, estimated as of the grant date using the Black-Scholes option pricing model, was $15.05 per option for options granted during the year ended December 31, 2018, $12.43 per option for options granted during the year ended December 31, 2017 and $6.48 per option for options granted during the year ended December 31, 2016. Key assumptions used to apply this pricing model were as follows: Year Ended December 31, 2018 2017 2016 Risk-free interest rate 2.7 % 2.0 % 1.3 % Expected life of options 6.0 years 6.0 years 6.0 years Expected volatility of underlying stock 87.1 % 93.9 % 88.0 % Expected dividend yield 0.0 % 0.0 % 0.0 % The following is a summary of stock option activity for the year ended December 31, 2018: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In years) (In thousands) Outstanding at December 31, 2017 4,705,448 $ 12.09 Granted 2,128,126 20.38 Exercised (1,142,944 ) 9.32 Forfeited (652,967 ) 16.59 Outstanding at December 31, 2018 5,037,663 $ 15.63 8.38 $ 8,940 Exercisable at December 31, 2018 1,736,487 $ 11.42 7.34 $ 6,360 As of December 31, 2018, there was $38.2 million of unrecognized compensation cost related to stock options that are expected to vest. These costs are expected to be recognized over a weighted average remaining vesting period of 2.9 |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 9. Loss Per Share Basic and diluted loss per share was calculated as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Net loss $ (85,343 ) $ (67,543 ) $ (31,634 ) Weighted average shares outstanding, basic and diluted 43,069 36,006 22,222 Net loss per share, basic and diluted $ (1.98 ) $ (1.88 ) $ (1.42 ) The following common stock equivalents were excluded from the calculation of diluted loss per share in 2018, 2017 and 2016 because their inclusion would have been anti-dilutive: Year Ended December 31, 2018 2017 2016 (In thousands) Unvested restricted stock 109 480 1,362 Stock options 5,038 4,705 3,040 5,147 5,185 4,402 |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders’ Equity | 10. Stockholders’ Equity On May 11, 2016, the Company completed an initial public offering (“IPO”) of its common stock, which resulted in the sale of 6,900,000 shares, including all additional shares available to cover over-allotments, at a price of $18.00 per share. The Company received net proceeds before expenses from the IPO of $115.5 million after deducting underwriting discounts and commissions paid by the Company. In preparation for the IPO, the Company’s board of directors and stockholders approved a one-for-1.7 reverse stock split of the Company’s common stock effective April 25, 2016. All share and per share amounts in the consolidated financial statements and notes thereto have been retroactively adjusted, where necessary, to give effect to this reverse stock split. In connection with the closing of the IPO, all of the Company’s outstanding convertible preferred stock automatically converted to common stock at a one-for-0.6465903 ratio as of May 11, 2016, resulting in an additional 23,481,956 shares of common stock of the Company becoming outstanding. In addition, the Company issued a total of 3,055,554 shares of common stock for $55.0 million in two separate, concurrent private placements upon the closing of the IPO. On November 1, 2017, the Company entered into an underwriting agreement related to a public offering of 6,250,000 shares of the Company’s common stock, par value $0.0001 per share. The offering closed on November 6th and the Company received net proceeds of $141.0 million, after deducting underwriting discounts. On October 12, 2018, the Company filed a Registration Statement on Form S-3 (the “Shelf”) with the SEC in relation to the registration of common stock, preferred stock, warrants and/or units of any combination thereof (collectively, the “Securities”). The Company also simultaneously entered into an Open Market Sale Agreement (the “Sales Agreement”) with Jefferies LLC, (the “Sales Agent”), to provide for the offering, issuance and sale by the Company of up to an aggregate amount of $100.0 million of its common stock from time to time in “at-the-market” offerings under the Shelf and subject to the limitations thereof. On November 15, 2018, the Company issued 1,659,300 shares of its common stock in accordance with the Sales Agreement for net proceeds of $29.0 million, after payment of cash commissions of 3.0 percent of the gross proceeds to the Sales Agent. Additionally, the Company incurred approximately $0.4 million related to legal, accounting and other fees in connection with the Sales Agreement and subsequent sale. The Company classifies stock that is redeemable in circumstances outside of the Company’s control outside of permanent equity. The Company recorded convertible preferred stock at fair value upon issuance, net of any issuance costs or discounts. No accretion was recognized as the contingent events that could give rise to redemption were not deemed probable. The preferred stock outstanding at December 31, 2015 was automatically converted to common stock in connection with the closing of the IPO. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions Caribou Biosciences In July 2014, the Company licensed from Caribou certain IP and entered into an arrangement under which Caribou provided research and development services. In addition, under the license agreement the Company agreed to pay 30 percent of Caribou’s patent prosecution, filing and maintenance costs under its IP license agreement with Caribou. Caribou owned 5.5 percent of the Company’s voting interests as of December 31, 2018. On October 17, 2018, the Company initiated an arbitration proceeding with JAMS against Caribou asserting that Caribou is violating the terms and conditions of the license agreement, as well as other contractual and legal rights, by using and seeking to license to third parties two patent families relating to specific structural or chemical modifications of guide RNAs, that were purportedly invented or controlled by Caribou, in the Company’s exclusive human therapeutic field. Caribou has asserted that the two families of IP are outside the scope of the license agreement. In accordance with the Caribou License, the Company has submitted a demand for arbitration seeking a declaration that the disputed IP is included within the scope of the Company’s license under the Caribou License, an award of compensatory, consequential and punitive damages based on Caribou’s conduct, and an injunction prohibiting Caribou from licensing or using this IP in the Company’s exclusive human therapeutics field, among other claims. The arbitration will take place in San Francisco, California. The Company recognized general and administrative expense of $0.9 million, $0.5 million and $0.9 million during the years ended December 31, 2018, 2017 and 2016 related to the Company’s obligation to pay 30.0 percent of Caribou’s patent defense costs. Additionally, during the year ended December 31, 2016 the Company recognized research and development expense of $1.3 million related to license and service agreements entered into with Caribou. Novartis Institutes for Biomedical Research In connection with its entry into the collaboration and license agreement and related equity transactions with Novartis, in 2015 the Company issued Novartis capital stock, and in May 2016, Novartis acquired 277,777 shares of the Company’s common stock in a private placement transaction concurrent with the Company’s IPO. As a result of these capital stock transactions, Novartis collectively owned 9.6 percent of the Company’s voting interests as of December 31, 2018. Refer to Note 7 for additional information regarding this collaboration agreement. The Company recognized collaboration revenue of $10.3 million, $9.3 million and $7.8 million in the years ended December 31, 2018, 2017 and 2016, respectively, related to this agreement. As of each of the periods ended December 31, 2018 and 2017, the Company had recorded accounts receivable of $6.0 million related to this collaboration. As of the periods ended December 31, 2018 and 2017, the Company had deferred revenue of $14.5 million and $11.2 million, respectively, related to this collaboration. |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2018 | |
Defined Benefit Pension Plans And Defined Benefit Postretirement Plans Disclosure [Abstract] | |
401(k) Plan | 12. 401(k) Plan In 2015, the Company established the Intellia Therapeutics, Inc. 401(k) Plan (the “401(k) Plan”) for its employees, which is designed to be qualified under Section 401(k) of the Internal Revenue Code. Eligible employees are permitted to contribute to the 401(k) Plan within statutory and 401(k) Plan limits. During 2018, the Company began to make matching contributions of 50 percent of the first 6 percent of employee contributions. The Company made matching contributions of $0.6 million for the year ended December 31, 2018 |
Unaudited Quarterly Results
Unaudited Quarterly Results | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Results | 13. Unaudited Quarterly Results The results of operations on a quarterly basis for the years ended December 31, 2018 and 2017 are set forth below: March 31, 2018 June 30, 2018 September 30, 2018 December 31, 2018 (Amounts in thousands except per share data) Collaboration revenue $ 7,469 $ 7,677 $ 7,408 $ 7,880 Operating expenses: Research and development 22,493 23,467 23,237 19,918 General and administrative 7,406 7,805 8,270 8,708 Total operating expenses 29,899 31,272 31,507 28,626 Operating loss (22,430 ) (23,595 ) (24,099 ) (20,746 ) Interest income 1,074 1,376 1,397 1,680 Net loss $ (21,356 ) $ (22,219 ) $ (22,702 ) $ (19,066 ) Net loss per share, basic and diluted $ (0.51 ) $ (0.52 ) $ (0.53 ) $ (0.43 ) Weighted average shares outstanding, basic and diluted 42,043 42,836 43,161 44,215 March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 (Amounts in thousands except per share data) Collaboration revenue $ 6,215 $ 5,917 $ 7,317 $ 6,668 Operating expenses: Research and development 13,431 15,565 17,481 21,170 General and administrative 5,732 6,369 5,711 10,213 Total operating expenses 19,163 21,934 23,192 31,383 Operating loss (12,948 ) (16,017 ) (15,875 ) (24,715 ) Interest income 317 424 519 752 Net loss $ (12,631 ) $ (15,593 ) $ (15,356 ) $ (23,963 ) Net loss per share, basic and diluted $ (0.36 ) $ (0.45 ) $ (0.44 ) $ (0.61 ) Weighted average shares outstanding, basic and diluted 34,723 34,916 35,189 39,155 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of Intellia Therapeutics, Inc. and its wholly owned, controlled subsidiary, Intellia Securities Corp. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S.”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition and the valuation of common and incentive units for the periods prior to the Company’s stock becoming publicly traded. Estimates are periodically reviewed in light of changes in circumstances, facts and experiences. Actual results may differ materially from management’s estimates, judgments and assumptions. |
Fair Value Measurements | Fair Value Measurements The Company classifies fair value-based measurements using a three-level hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1, quoted market prices in active markets for identical assets or liabilities; Level 2, observable inputs other than quoted market prices included in Level 1, such as quoted market prices for markets that are not active or other inputs that are observable or can be corroborated by observable market data; and Level 3, unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, including certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. As of December 31, 2018 and 2017, the Company’s financial instruments included cash and cash equivalents, marketable securities, accounts receivable and accounts payable. As of December 31, 2018 and 2017, the Company’s financial assets recognized at fair value on a recurring basis consisted of the following: Fair Value as of December 31, 2018 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 45,986 $ 45,986 $ - $ - Marketable securities 255,203 165,948 89,255 - Total $ 301,189 $ 211,934 $ 89,255 $ - Fair Value as of December 31, 2017 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 330,896 $ 330,896 $ - $ - Total $ 330,896 $ 330,896 $ - $ - The Company’s financial assets, which include cash equivalents and marketable securities, have been initially valued at the transaction price, and subsequently revalued at the end of each reporting period, utilizing third-party pricing services or other observable market data. The pricing services utilize industry standard valuation models and observable market inputs to determine value . Other financial instruments, including accounts receivable and accounts payable, are carried at cost, which approximate fair value due to the short duration and term to maturity. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. As of December 31, 2018 and 2017, cash equivalents consisted of interest-bearing money market accounts, commercial paper and U.S. treasury securities. |
Marketable Securities | Marketable Securities The following table summarizes the Company’s available-for-sale marketable securities as of December 31, 2018 at net book value: December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In thousands) Short-term marketable securities: U.S. Treasury securities $ 165,959 $ 2 $ (13 ) $ 165,948 Financial institution debt securities 65,436 1 (17 ) 65,420 Corporate debt securities 23,836 - (1 ) 23,835 Total $ 255,231 $ 3 $ (31 ) $ 255,203 The amortized cost of available-for-sale securities is adjusted for amortization of premiums and accretion of discounts to maturity. At December 31, 2018, the balance in the Company’s accumulated other comprehensive loss was composed of activity related to the Company’s available-for-sale marketable securities. There were no realized gains or losses in the period ended December 31, 2018, and as a result, the Company did not reclassify any amounts out of accumulated other comprehensive loss during the period. The Company did not have any securities in a material unrealized loss position at December 31, 2018. The Company held no marketable securities at December 31, 2017. |
Concentrations of Credit Risk | Concentrations of Credit Risk The Company’s cash, cash equivalents and marketable securities may potentially be subject to concentrations of credit risk. The Company generally maintains balances in various accounts in excess of federally insured limits with financial institutions that management believes to be of high credit quality. Accounts receivable represent amounts due from collaboration partners. The Company monitors economic conditions to identify facts or circumstances that may indicate that any of its accounts receivable are at risk of collection. As of December 31, 2018 and 2017, the Company’s two collaboration partners, Regeneron Pharmaceuticals, Inc. (“Regeneron”) and Novartis Institutes for BioMedical Research, Inc. (“Novartis”), accounted for all of the Company’s accounts receivable. |
Property and Equipment | Property and Equipment The Company records property and equipment at cost and recognizes depreciation and amortization using the straight-line method over the following estimated useful lives of the respective assets: Asset Category Useful Life Laboratory equipment 5 years Office furniture and equipment 5 years Computer software 3 years Computer equipment 3 years Leasehold improvements 5 years or term of respective lease, if shorter Expenditures for repairs and maintenance of assets are expensed as incurred. Upon retirement or sale, the cost of assets disposed and the corresponding accumulated depreciation are removed from the related accounts and any resulting gain or loss is reflected in the results of operations. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company tests long-lived assets to be held and used, including property and equipment, for impairment whenever events or changes in circumstances indicate that the carrying amount of assets or asset groups may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. Evaluation of recoverability of the asset or asset group is based on an estimate of undiscounted future cash flows resulting from the use of the asset or asset group and its eventual disposition. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the asset or asset group, the assets are written down to their estimated fair values. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value, determined based on discounted cash flows. To date, the Company has not recorded any material impairment losses on long-lived assets. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes and for operating loss and tax credit carryforwards. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company’s deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which these temporary differences are expected to be recovered or settled. A valuation allowance is recorded to reduce deferred tax assets if it is determined that it is more likely than not that all or a portion of the deferred tax asset will not be realized. The Company considers many factors when assessing the likelihood of future realization of deferred tax assets, including recent earnings results, expectations of future taxable income, carryforward periods available and other relevant factors. The Company records changes in the required valuation allowance in the period that the determination is made. The Company assesses its income tax positions and records tax benefits for all years subject to examination based upon management’s evaluation of the facts, circumstances and information available as of the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50 percent likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, the Company does not recognize a tax benefit in the financial statements. The Company records interest and penalties related to uncertain tax positions, if applicable, as a component of income tax expense. |
Revenue Recognition | Revenue Recognition The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) At inception, the Company determines whether contracts are within the scope of ASC 606 or other topics. For contracts that are determined to be within the scope of ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods and services. To achieve this core principle, the Company applies the following five steps (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when or as the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract. To the extent a contract includes multiple promised goods and services, the Company applies judgment to determine whether promised goods and services are both capable of being distinct and distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation. The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method, depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s collaboration agreements in Note 7. In addition, neither of the Company’s contracts as of December 31, 2018 contained a significant financing component. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative standalone selling prices. The Company typically determines standalone selling prices using an adjusted market assessment approach model. The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either (i) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, (ii) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or (iii) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. As of December 31, 2018, the Company’s only revenue recognized is related to collaboration agreements with third parties which are either within the scope of ASC 606, under which the Company licenses certain rights to its product candidates to third parties, or within the scope of ASC 808, if it involves a joint operating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement. For the collaboration arrangements under the scope of ASC 606, as discussed in further detail in Note 7, the terms of these arrangements typically include payment to the Company of one or more of the following: nonrefundable, upfront fees; development, regulatory, and commercial milestone payments; research and development funding payments; and royalties on the net sales of licensed products. Each of these payments results in collaboration revenues, except for revenues from royalties on the net sales of licensed products, which are classified as royalty revenues. For arrangements within the scope of ASC 808, the terms of these arrangements typically include payments received or made under the cost sharing provisions which are recognized as a component of revenues in the consolidated statements of operations. Licenses of intellectual property (“IP”): If the license to the Company’s IP is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from consideration allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the licenses. For licenses that are combined with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments: At the inception of each arrangement that includes development milestone payments, the Company evaluates the probability of reaching the milestones and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur in the future, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received and therefore revenue recognized is constrained as management is unable to assert that a reversal of revenue would not be possible. The transaction price is then allocated to each performance obligation on a relative standalone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of such development milestones and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect collaboration revenues and earnings in the period of adjustment. Royalties: For arrangements that include sales-based royalties, including milestone payments based on levels of sales, if the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue resulting from any of its collaboration agreements. The Company receives payments from its customers based on billing schedules established in each contract. The Company’s contract liabilities consist of deferred revenue. Upfront payments and fees are recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company satisfies its obligations under these arrangements. The Company also considers the nature and contractual terms of an arrangement and assesses whether the arrangement involves a joint operating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement. If the Company is an active participant and is exposed to the significant risks and rewards with respect to the arrangement, the Company accounts for the arrangement under ASC 808, Collaborative Arrangements. The following table presents changes in the Company’s contract liabilities during the year ended December 31, 2018 (in thousands): Balance at Beginning of Period Additions Deductions Balance at End of Period Year Ended December 31, 2018 Contract liabilities: Deferred revenue $ 59,868 $ 19,000 $ (22,936 ) $ 55,932 During the year ended December 31, 2018, the Company recognized the following revenues as a result of changes in the contract liability balance (in thousands): Revenue recognized in the period from: Year Ended December 31, 2018 Amounts included in the contract liability at the beginning of the period $ 22,936 Costs to obtain and fulfill a contract The Company did not incur any expenses to obtain collaboration agreements and costs to fulfill those contracts do not generate or enhance resources of the Company. As such, no costs to obtain or fulfill a contract have been capitalized in any period. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses consist of salaries, equity-based compensation and benefits of employees, lab supplies and materials, facilities expenses, overhead expenses, fees paid to subcontractors and contract research organizations and other external expenses. The Company records payments made for research and development services prior to the services being rendered as prepaid expense on the consolidated balance sheet and expenses them as the services are provided. Contracts for multi-year research and development services are recorded on a straight-line basis over each annual contractual period based on the total contractual fee when the services rendered are expected to be substantially equivalent over the term of the arrangement. The cost of obtaining licenses for certain technology or IP is recorded to research and development expense when incurred if the licensed technology or IP has not yet reached technological feasibility and has no alternative future use. |
Equity-Based Compensation | Equity-Based Compensation The Company measures employee equity-based compensation based on the grant date fair value of the equity awards using the Black-Scholes option pricing model. Equity-based compensation expense is recognized on a straight-line basis over the requisite service period of the awards and is adjusted for pre-vesting forfeitures in the period in which the forfeitures occur. For equity awards that have a performance condition, the Company recognizes compensation expense based on its assessment of the probability that the performance condition will be achieved. The Company measures equity awards granted to consultants and non-employees based on the fair value of the award on the date each portion of the award vests, which represents when the Company receives the related goods or services. Compensation expense is recognized over the period during which services are rendered by such consultants and non-employees until completed. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is remeasured using the then-current fair value of that equity award. The Company classifies equity-based compensation expense in its consolidated statement of operations in the same manner in which the award recipient’s salary and related costs are classified or in which the award recipient’s service payments are classified. |
(Loss) Earnings per Share | (Loss) Earnings per Share The Company calculates basic (loss) earnings per share by dividing (loss) income by the weighted average number of common shares outstanding. The Company computes diluted (loss) earnings per share after giving consideration to the dilutive effect of stock options and unvested restricted stock awards that are outstanding during the period, except where such non-participating securities would be anti-dilutive. |
Segment Information | Segment Information The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s one business segment is the development of genome editing-based therapies. All of the Company’s assets are held in the U.S. and all of the Company’s revenue has been generated in the U.S. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASC 606, which superseded existing revenue recognition guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company adopted ASC 606 effective on January 1, 2018 using the modified retrospective method. Please see the above “Revenue Recognition” section for a discussion of the Company’s updated policies related to revenue recognition and accounting for costs to obtain and fulfill a customer contract. Impact of Adoption The Company adopted ASC 606 using the modified retrospective method. The cumulative effect of applying the new guidance to all contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to accumulated deficit as of the adoption date. As a result of applying the modified retrospective method to adopt the new guidance, the following adjustments were made to accounts on the consolidated balance sheet as of January 1, 2018: Consolidated Balance Sheet January 1, 2018 (in thousands) Pre-Adoption ASC 606 Adjustment Post-Adoption Current portion of deferred revenue $ 21,188 $ (2,769 ) $ 18,419 Deferred revenue, net of current portion 44,111 (2,662 ) 41,449 Accumulated deficit (121,113 ) 5,431 (115,682 ) Year Ended December 31, 2018 Impact of changes in accounting policies As Reported Balances without adoption of ASC 606 Effect of Change Higher/(Lower) Collaboration revenue $ 30,434 $ 31,838 $ (1,404 ) Operating loss (90,870 ) (89,466 ) (1,404 ) Net loss $ (85,343 ) $ (83,939 ) $ (1,404 ) Net loss per share, basic and diluted $ (1.98 ) $ (1.95 ) $ (0.03 ) December 31, 2018 Impact of changes in accounting policies As Reported Balances without adoption of ASC 606 Effect of Change Higher/(Lower) Liabilities: Deferred revenue – current $ 27,122 $ 31,149 $ (4,027 ) Deferred revenue – noncurrent 28,810 28,810 - Stockholders' equity: Accumulated deficit $ (201,025 ) $ (205,052 ) $ 4,027 In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements In February 2016, the FASB issued ASU No. 2016-02, Leases Leases will adopt the new standard on January 1, 2019 and use the effective date as its date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods prior to January 1, 2019. Topic 842 provides several optional practical expedients in transition. The Company expects to elect the package of practical expedients which would allow the Company to not reassess its existing conclusions on lease identification, classification, and initial direct costs. Further, the Company expects to elect the hindsight practical expedient and to utilize the short-term lease exemption for all leases with an original term of 12 months or less, for purposes of applying the recognition and measurement requirements of the new standard. The Company also expects to elect the practical expedient which will allow it to not separate lease and non-lease components for all its leases. The adoption of the new standard is expected to result in the recognition of additional lease liabilities ranging from $19.0 million to $21.0 million, and right-of-use assets ranging from $21.0 million to $23.0 million as of January 1, 2019. The Company does not expect that the new standard will have a material impact to the Company’s consolidated statement of operations or cash flows. See Note 6 for additional information related to the Company’s lease obligations. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, (“ASU 2018-13”). In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”), which simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. the Company does not expect that the new standard will have a material impact to the Company’s consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Financial Assets Recognized at Fair Value on Recurring Basis | As of December 31, 2018 and 2017, the Company’s financial assets recognized at fair value on a recurring basis consisted of the following: Fair Value as of December 31, 2018 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 45,986 $ 45,986 $ - $ - Marketable securities 255,203 165,948 89,255 - Total $ 301,189 $ 211,934 $ 89,255 $ - Fair Value as of December 31, 2017 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 330,896 $ 330,896 $ - $ - Total $ 330,896 $ 330,896 $ - $ - |
Summary of Available-for-sale Marketable Securities | The following table summarizes the Company’s available-for-sale marketable securities as of December 31, 2018 at net book value: December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In thousands) Short-term marketable securities: U.S. Treasury securities $ 165,959 $ 2 $ (13 ) $ 165,948 Financial institution debt securities 65,436 1 (17 ) 65,420 Corporate debt securities 23,836 - (1 ) 23,835 Total $ 255,231 $ 3 $ (31 ) $ 255,203 |
Summary of Property and Equipment at Cost and Recognizes Depreciation and Amortization Using the Straight-Line Method Over Estimated Useful Lives | The Company records property and equipment at cost and recognizes depreciation and amortization using the straight-line method over the following estimated useful lives of the respective assets: Asset Category Useful Life Laboratory equipment 5 years Office furniture and equipment 5 years Computer software 3 years Computer equipment 3 years Leasehold improvements 5 years or term of respective lease, if shorter |
Summary of Changes in Contract Liabilities | The following table presents changes in the Company’s contract liabilities during the year ended December 31, 2018 (in thousands): Balance at Beginning of Period Additions Deductions Balance at End of Period Year Ended December 31, 2018 Contract liabilities: Deferred revenue $ 59,868 $ 19,000 $ (22,936 ) $ 55,932 |
Summary of Revenues Recognized Resulting From Changes in Contract Liability Balance | During the year ended December 31, 2018, the Company recognized the following revenues as a result of changes in the contract liability balance (in thousands): Revenue recognized in the period from: Year Ended December 31, 2018 Amounts included in the contract liability at the beginning of the period $ 22,936 |
Schedule of Adjustments to Consolidated Balance Sheet Due to Adoption of New Guidance | As a result of applying the modified retrospective method to adopt the new guidance, the following adjustments were made to accounts on the consolidated balance sheet as of January 1, 2018: Consolidated Balance Sheet January 1, 2018 (in thousands) Pre-Adoption ASC 606 Adjustment Post-Adoption Current portion of deferred revenue $ 21,188 $ (2,769 ) $ 18,419 Deferred revenue, net of current portion 44,111 (2,662 ) 41,449 Accumulated deficit (121,113 ) 5,431 (115,682 ) |
Summary of Impact of Adoption to Consolidated Statement of Operations and Balance Sheet | Year Ended December 31, 2018 Impact of changes in accounting policies As Reported Balances without adoption of ASC 606 Effect of Change Higher/(Lower) Collaboration revenue $ 30,434 $ 31,838 $ (1,404 ) Operating loss (90,870 ) (89,466 ) (1,404 ) Net loss $ (85,343 ) $ (83,939 ) $ (1,404 ) Net loss per share, basic and diluted $ (1.98 ) $ (1.95 ) $ (0.03 ) December 31, 2018 Impact of changes in accounting policies As Reported Balances without adoption of ASC 606 Effect of Change Higher/(Lower) Liabilities: Deferred revenue – current $ 27,122 $ 31,149 $ (4,027 ) Deferred revenue – noncurrent 28,810 28,810 - Stockholders' equity: Accumulated deficit $ (201,025 ) $ (205,052 ) $ 4,027 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consisted of the following: December 31, 2018 2017 (in thousands) Laboratory equipment $ 22,453 $ 16,704 Office furniture and equipment 960 960 Computer equipment 929 845 Leasehold improvements 898 656 Computer software 433 436 Total property and equipment 25,673 19,601 Less: accumulated depreciation and amortization (8,612 ) (4,329 ) Property and equipment, net $ 17,061 $ 15,272 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following: December 31, 2018 December 31, 2017 (In thousands) Employee compensation and benefits $ 6,175 $ 4,773 Accrued research and development 2,328 1,960 Accrued legal and professional expenses 1,633 587 Accrued other 606 679 Total accrued expenses $ 10,742 $ 7,999 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Reconciliation of the Federal Statutory Income Tax Rate and the Company's Effective Income Tax Rate | A reconciliation of the federal statutory income tax rate and the Company’s effective income tax rate is as follows: Year Ended December 31, 2018 2017 2016 Federal statutory income tax rate (21.0 )% (34.0 )% (34.0 )% State income taxes (8.6 ) (6.9 ) (6.7 ) Research and development tax credits (4.7 ) (3.4 ) (2.8 ) Stock-based compensation (0.6 ) 3.6 1.9 Change in U.S. tax rate - 18.7 - Change in valuation allowance 34.9 22.0 41.6 Effective income tax rate - % - % - % |
Summary of Company's Net Deferred Tax Assets (Liabilities) | The Company’s net deferred tax assets (liabilities) consisted of the following: December 31, 2018 2017 (in thousands) Deferred tax assets: Intangibles, including acquired in-process research and development $ 1,201 $ 1,303 Capitalized start-up costs 463 502 Net operating loss carryforwards 34,234 9,406 Research and development credit carryforwards 11,766 5,817 Deferred revenue 12,199 15,913 Equity-based compensation 4,064 3,248 Accruals and allowances 1,359 1,112 Gross deferred tax assets 65,286 37,301 Deferred tax asset valuation allowance (64,046 ) (35,372 ) Total deferred tax assets 1,240 1,929 Deferred tax liabilities: Fixed assets (1,240 ) (1,929 ) Total deferred tax liabilities (1,240 ) (1,929 ) Net deferred tax asset (liability) $ - $ - |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | Future minimum lease payments under the Company’s property leases as of December 31, 2018 are as follows: Year Ending December 31, (In 2019 $ 5,616 2020 4,963 2021 5,507 2022 3,861 Thereafter - $ 19,947 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Equity-Based Compensation Expense | Equity-based compensation expense is classified in the consolidated statements of operations as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Research and development $ 8,994 $ 7,280 $ 4,083 General and administrative 8,052 8,042 2,632 Total $ 17,046 $ 15,322 $ 6,715 |
Summary of Restricted Stock Activity | The following table summarizes the Company’s restricted stock activity for the year ended December 31, 2018: Number of Shares Weighted Average Grant Date Fair Value per Share Unvested restricted stock as of December 31, 2017 479,822 $ 0.90 Granted 86,250 22.98 Vested (411,372 ) 0.83 Cancelled (45,627 ) 8.31 Unvested restricted stock as of December 31, 2018 109,073 $ 15.53 |
Summary of Weighted Average Assumptions Used to Compute Fair Value of Option Granted | Key assumptions used to apply this pricing model were as follows: Year Ended December 31, 2018 2017 2016 Risk-free interest rate 2.7 % 2.0 % 1.3 % Expected life of options 6.0 years 6.0 years 6.0 years Expected volatility of underlying stock 87.1 % 93.9 % 88.0 % Expected dividend yield 0.0 % 0.0 % 0.0 % |
Summary of Stock Option Activity | The following is a summary of stock option activity for the year ended December 31, 2018: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In years) (In thousands) Outstanding at December 31, 2017 4,705,448 $ 12.09 Granted 2,128,126 20.38 Exercised (1,142,944 ) 9.32 Forfeited (652,967 ) 16.59 Outstanding at December 31, 2018 5,037,663 $ 15.63 8.38 $ 8,940 Exercisable at December 31, 2018 1,736,487 $ 11.42 7.34 $ 6,360 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss Per Share | Basic and diluted loss per share was calculated as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Net loss $ (85,343 ) $ (67,543 ) $ (31,634 ) Weighted average shares outstanding, basic and diluted 43,069 36,006 22,222 Net loss per share, basic and diluted $ (1.98 ) $ (1.88 ) $ (1.42 ) |
Potential Dilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share | The following common stock equivalents were excluded from the calculation of diluted loss per share in 2018, 2017 and 2016 because their inclusion would have been anti-dilutive: Year Ended December 31, 2018 2017 2016 (In thousands) Unvested restricted stock 109 480 1,362 Stock options 5,038 4,705 3,040 5,147 5,185 4,402 |
Unaudited Quarterly Results (Ta
Unaudited Quarterly Results (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Results of Operations on Quarterly Basis | The results of operations on a quarterly basis for the years ended December 31, 2018 and 2017 are set forth below: March 31, 2018 June 30, 2018 September 30, 2018 December 31, 2018 (Amounts in thousands except per share data) Collaboration revenue $ 7,469 $ 7,677 $ 7,408 $ 7,880 Operating expenses: Research and development 22,493 23,467 23,237 19,918 General and administrative 7,406 7,805 8,270 8,708 Total operating expenses 29,899 31,272 31,507 28,626 Operating loss (22,430 ) (23,595 ) (24,099 ) (20,746 ) Interest income 1,074 1,376 1,397 1,680 Net loss $ (21,356 ) $ (22,219 ) $ (22,702 ) $ (19,066 ) Net loss per share, basic and diluted $ (0.51 ) $ (0.52 ) $ (0.53 ) $ (0.43 ) Weighted average shares outstanding, basic and diluted 42,043 42,836 43,161 44,215 March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 (Amounts in thousands except per share data) Collaboration revenue $ 6,215 $ 5,917 $ 7,317 $ 6,668 Operating expenses: Research and development 13,431 15,565 17,481 21,170 General and administrative 5,732 6,369 5,711 10,213 Total operating expenses 19,163 21,934 23,192 31,383 Operating loss (12,948 ) (16,017 ) (15,875 ) (24,715 ) Interest income 317 424 519 752 Net loss $ (12,631 ) $ (15,593 ) $ (15,356 ) $ (23,963 ) Net loss per share, basic and diluted $ (0.36 ) $ (0.45 ) $ (0.44 ) $ (0.61 ) Weighted average shares outstanding, basic and diluted 34,723 34,916 35,189 39,155 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Financial Assets Recognized at Fair Value on Recurring Basis (Detail) - Fair Value on Recurring Basis [Member] - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 45,986 | $ 330,896 |
Marketable securities | 255,203 | |
Total | 301,189 | 330,896 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 45,986 | 330,896 |
Marketable securities | 165,948 | |
Total | 211,934 | $ 330,896 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 89,255 | |
Total | $ 89,255 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Available -for-sale Marketable Securities (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Marketable Securities [Line Items] | |
Amortized Cost | $ 255,231 |
Gross Unrealized Gains | 3 |
Gross Unrealized Losses | (31) |
Estimated Fair Value | 255,203 |
U.S. Treasury Securities [Member] | |
Marketable Securities [Line Items] | |
Amortized Cost | 165,959 |
Gross Unrealized Gains | 2 |
Gross Unrealized Losses | (13) |
Estimated Fair Value | 165,948 |
Financial Institution Debt Securities [Member] | |
Marketable Securities [Line Items] | |
Amortized Cost | 65,436 |
Gross Unrealized Gains | 1 |
Gross Unrealized Losses | (17) |
Estimated Fair Value | 65,420 |
Corporate Debt Securities [Member] | |
Marketable Securities [Line Items] | |
Amortized Cost | 23,836 |
Gross Unrealized Losses | (1) |
Estimated Fair Value | $ 23,835 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2018USD ($)Segment | Jan. 01, 2019USD ($) | Dec. 31, 2017USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Realized loss on marketable securities | $ 0 | ||
Marketable securities | $ 255,203,000 | $ 0 | |
Percentage of likelihood of realization required to record tax benefit | 50.00% | ||
Expenses incurred to obtain collaboration agreements and costs to fulfill contracts | $ 0 | ||
Costs to obtain or fulfill contract capitalized | $ 0 | ||
Number of reportable segment | Segment | 1 | ||
Maximum [Member] | ASU 2016-02 [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Maximum lease term | 12 months | ||
Maximum [Member] | ASU 2016-02 [Member] | Subsequent Event [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Operating lease, liability | $ 21,000,000 | ||
Operating lease, right-of-use asset | 23,000,000 | ||
Minimum [Member] | ASU 2016-02 [Member] | Subsequent Event [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Operating lease, liability | 19,000,000 | ||
Operating lease, right-of-use asset | $ 21,000,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Property and Equipment at Cost and Recognizes Depreciation and Amortization Using the Straight-Line Method Over Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Laboratory Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Office Furniture and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Computer Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years or term of respective lease, if shorter |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Summary of Changes in Contract Liabilities (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Contract liabilities: | |
Deferred revenue, Balance at Beginning of Period | $ 59,868 |
Deferred revenue, Additions | 19,000 |
Deferred revenue, Deductions | (22,936) |
Deferred revenue, Balance at End of Period | $ 55,932 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Summary of Revenues Recognized Resulting From Changes in Contract Liability Balance (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Amounts included in the contract liability at the beginning of the period | $ 22,936 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Schedule of Adjustments to Consolidated Balance Sheet Due to Adoption of New Guidance (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Item Effected [Line Items] | |||
Current portion of deferred revenue | $ 27,122 | $ 21,188 | |
Deferred revenue, net of current portion | 28,810 | 44,111 | |
Accumulated deficit | (201,025) | $ (121,113) | |
Accounting Standards Update (“ASU”) No. 2014-09 [Member] | |||
Item Effected [Line Items] | |||
Current portion of deferred revenue | $ 18,419 | ||
Deferred revenue, net of current portion | 41,449 | ||
Accumulated deficit | (115,682) | ||
Accounting Standards Update (“ASU”) No. 2014-09 [Member] | ASC 606 Adjustment [Member] | |||
Item Effected [Line Items] | |||
Current portion of deferred revenue | (4,027) | (2,769) | |
Deferred revenue, net of current portion | (2,662) | ||
Accumulated deficit | $ 4,027 | $ 5,431 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Summary of Impact of Adoption to Consolidated Statement of Operations and Balance Sheet (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2018 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Collaboration revenue | $ 7,880 | $ 7,408 | $ 7,677 | $ 7,469 | $ 6,668 | $ 7,317 | $ 5,917 | $ 6,215 | $ 30,434 | $ 26,117 | $ 16,479 | |
Type of Revenue [Extensible List] | us-gaap:LicenseAndServiceMember | us-gaap:LicenseAndServiceMember | us-gaap:LicenseAndServiceMember | |||||||||
Operating loss | (20,746) | (24,099) | (23,595) | (22,430) | (24,715) | (15,875) | (16,017) | (12,948) | $ (90,870) | $ (69,555) | $ (32,159) | |
Net loss | $ (19,066) | $ (22,702) | $ (22,219) | $ (21,356) | $ (23,963) | $ (15,356) | $ (15,593) | $ (12,631) | $ (85,343) | $ (67,543) | $ (31,634) | |
Net loss per share, basic and diluted | $ (0.43) | $ (0.53) | $ (0.52) | $ (0.51) | $ (0.61) | $ (0.44) | $ (0.45) | $ (0.36) | $ (1.98) | $ (1.88) | $ (1.42) | |
Liabilities: | ||||||||||||
Deferred revenue – current | $ 27,122 | $ 21,188 | $ 27,122 | $ 21,188 | ||||||||
Deferred revenue – noncurrent | 28,810 | 44,111 | 28,810 | 44,111 | ||||||||
Stockholders’ Equity: | ||||||||||||
Accumulated deficit | (201,025) | $ (121,113) | (201,025) | $ (121,113) | ||||||||
Accounting Standards Update (“ASU”) No. 2014-09 [Member] | ||||||||||||
Liabilities: | ||||||||||||
Deferred revenue – current | $ 18,419 | |||||||||||
Deferred revenue – noncurrent | 41,449 | |||||||||||
Stockholders’ Equity: | ||||||||||||
Accumulated deficit | (115,682) | |||||||||||
Accounting Standards Update (“ASU”) No. 2014-09 [Member] | Balances without Adoption of ASC 606 [Member] | ||||||||||||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Collaboration revenue | $ 31,838 | |||||||||||
Type of Revenue [Extensible List] | us-gaap:LicenseAndServiceMember | |||||||||||
Operating loss | $ (89,466) | |||||||||||
Net loss | $ (83,939) | |||||||||||
Net loss per share, basic and diluted | $ (1.95) | |||||||||||
Liabilities: | ||||||||||||
Deferred revenue – current | 31,149 | $ 31,149 | ||||||||||
Deferred revenue – noncurrent | 28,810 | 28,810 | ||||||||||
Stockholders’ Equity: | ||||||||||||
Accumulated deficit | (205,052) | (205,052) | ||||||||||
Accounting Standards Update (“ASU”) No. 2014-09 [Member] | Effect of Change Higher/(Lower) [Member] | ||||||||||||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Collaboration revenue | $ (1,404) | |||||||||||
Type of Revenue [Extensible List] | us-gaap:LicenseAndServiceMember | |||||||||||
Operating loss | $ (1,404) | |||||||||||
Net loss | $ (1,404) | |||||||||||
Net loss per share, basic and diluted | $ (0.03) | |||||||||||
Liabilities: | ||||||||||||
Deferred revenue – current | (4,027) | $ (4,027) | (2,769) | |||||||||
Deferred revenue – noncurrent | (2,662) | |||||||||||
Stockholders’ Equity: | ||||||||||||
Accumulated deficit | $ 4,027 | $ 4,027 | $ 5,431 |
Property and Equipment, net - S
Property and Equipment, net - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 25,673 | $ 19,601 |
Less: accumulated depreciation and amortization | (8,612) | (4,329) |
Property and equipment, net | 17,061 | 15,272 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 22,453 | 16,704 |
Office Furniture and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 960 | 960 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 929 | 845 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 898 | 656 |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 433 | $ 436 |
Property and Equipment, net - A
Property and Equipment, net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization expense | $ 4,464 | $ 2,994 | $ 1,104 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Employee compensation and benefits | $ 6,175 | $ 4,773 |
Accrued research and development | 2,328 | 1,960 |
Accrued legal and professional expenses | 1,633 | 587 |
Accrued other | 606 | 679 |
Total accrued expenses | $ 10,742 | $ 7,999 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of the Federal Statutory Income Tax Rate and the Company's Effective Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory income tax rate | (21.00%) | (34.00%) | (34.00%) |
State income taxes | (8.60%) | (6.90%) | (6.70%) |
Research and development tax credits | (4.70%) | (3.40%) | (2.80%) |
Stock-based compensation | (0.60%) | 3.60% | 1.90% |
Change in U.S. tax rate | 18.70% | ||
Change in valuation allowance | 34.90% | 22.00% | 41.60% |
Income Taxes - Summary of Compa
Income Taxes - Summary of Company's Net Deferred Tax Assets (Liabilities) (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Intangibles, including acquired in-process research and development | $ 1,201 | $ 1,303 |
Capitalized start-up costs | 463 | 502 |
Net operating loss carryforwards | 34,234 | 9,406 |
Research and development credit carryforwards | 11,766 | 5,817 |
Deferred revenue | 12,199 | 15,913 |
Equity-based compensation | 4,064 | 3,248 |
Accruals and allowances | 1,359 | 1,112 |
Gross deferred tax assets | 65,286 | 37,301 |
Deferred tax asset valuation allowance | (64,046) | (35,372) |
Total deferred tax assets | 1,240 | 1,929 |
Deferred tax liabilities: | ||
Fixed assets | (1,240) | (1,929) |
Total deferred tax liabilities | $ (1,240) | $ (1,929) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Benefit [Line Items] | |||
Net operating loss carryforwards, federal | $ 128,200,000 | ||
Net operating loss carryforwards, state | $ 117,000,000 | ||
Net operating loss carryforwards, expiration year | 2,034 | ||
Net operating loss carryforwards, expiration date description | Begin to expire in 2034 | ||
Research and development tax credit | $ 11,766,000 | $ 5,817,000 | |
Research and development tax credits, expiration date description | Begin to expire in 2034 and 2029 | ||
Increase in valuation allowance | $ 28,700,000 | $ 14,800,000 | $ 13,100,000 |
Unrecognized tax benefits | $ 0 | ||
U.S. corporate income tax rate | 21.00% | 34.00% | 34.00% |
Provisional amount for decrease in net deferred tax assets offset by decrease in valuation allowance due to remeasurement | $ 12,600,000 | ||
Maximum [Member] | |||
Income Tax Benefit [Line Items] | |||
U.S. corporate income tax rate | 35.00% | ||
Measurement period | 1 year | ||
Federal [Member] | |||
Income Tax Benefit [Line Items] | |||
Research and development tax credit | $ 7,500,000 | ||
Research and development tax credits, expiration year | 2,034 | ||
State [Member] | |||
Income Tax Benefit [Line Items] | |||
Research and development tax credit | $ 4,800,000 | ||
Research and development tax credits, expiration year | 2,030 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2016 | Oct. 31, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Caribou [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Percentage of shares owned | 5.50% | ||||
Caribou [Member] | Maximum [Member] | Development And Regulatory Milestones [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Milestone payments | $ 6,400,000 | ||||
Caribou [Member] | Maximum [Member] | Sales Based Milestones [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Milestone payments | 20,000,000 | ||||
Property Leases [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Rent expense | 6,200,000 | $ 6,000,000 | $ 2,700,000 | ||
Property Leases [Member] | Cambridge, Massachusetts [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Operating lease security deposit | $ 2,200,000 | $ 300,000 | |||
Capital lease obligation additional period of term of leases in years | 3 years | 5 years | |||
Operating lease arrangement term | 10 years | ||||
Number of lease years before optional extension and early termination can be exercised | 6 years | ||||
Prepaid lease payments | $ 2,200,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Detail) - Property Leases [Member] $ in Thousands | Dec. 31, 2018USD ($) |
Operating Leased Assets [Line Items] | |
2,019 | $ 5,616 |
2,020 | 4,963 |
2,021 | 5,507 |
2,022 | 3,861 |
Total future minimum lease payments | $ 19,947 |
Collaborations - Additional Inf
Collaborations - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 33 Months Ended | 48 Months Ended | ||||||||||||
Jul. 31, 2018USD ($)shares | Apr. 30, 2016USD ($) | Jan. 31, 2015USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)PerformanceObligation | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($) | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Collaboration revenue | $ 7,880,000 | $ 7,408,000 | $ 7,677,000 | $ 7,469,000 | $ 6,668,000 | $ 7,317,000 | $ 5,917,000 | $ 6,215,000 | $ 30,434,000 | $ 26,117,000 | $ 16,479,000 | ||||||
Deferred revenue | 55,932,000 | 59,868,000 | 55,932,000 | 59,868,000 | $ 55,932,000 | $ 55,932,000 | |||||||||||
Novartis [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Additional payments received on each target | 1,000,000 | ||||||||||||||||
Estimated fair value of units | $ 11,600,000 | ||||||||||||||||
Difference between cash proceeds received and estimated fair value of preferred units | 2,600,000 | ||||||||||||||||
Novartis [Member] | Scenario, Forecast [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Period allowed for editing limited number of platform targets | 5 years | ||||||||||||||||
Novartis [Member] | Maximum [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Development based milestone payments under agreement | 30,300,000 | ||||||||||||||||
Regulatory based milestone payments for first indication | 50,000,000 | ||||||||||||||||
Regulatory based milestone payments for second indication | 50,000,000 | ||||||||||||||||
Sales based milestone payments under agreement | 100,000,000 | ||||||||||||||||
Novartis [Member] | Maximum [Member] | Scenario, Forecast [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Internalization fee milestone payment | $ 20,000,000 | ||||||||||||||||
Milestone payment for additional post-internalization targets | 4,000,000 | ||||||||||||||||
Novartis [Member] | Novartis Agreement [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred Revenue Additions | 10,000,000 | ||||||||||||||||
Technology access fees | 20,000,000 | 15,000,000 | 15,000,000 | 15,000,000 | 15,000,000 | ||||||||||||
Quarterly research payments | $ 1,000,000 | ||||||||||||||||
Research Payments | 15,000,000 | 15,000,000 | 15,000,000 | 15,000,000 | |||||||||||||
Research term | 5 years | ||||||||||||||||
One time collaboration payment | 10,000,000 | $ 10,000,000 | 10,000,000 | 10,000,000 | |||||||||||||
Termination period of agreement | 90 days | ||||||||||||||||
Novartis [Member] | Novartis Agreement [Member] | Scenario, Forecast [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Internalization fee | $ 50,000,000 | ||||||||||||||||
Novartis [Member] | Novartis Agreement [Member] | Maximum [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Total research funding | $ 20,000,000 | ||||||||||||||||
Novartis [Member] | Unit Purchase Agreement [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Proceeds from issuance of preferred stock | $ 9,000,000 | ||||||||||||||||
Novartis [Member] | Novartis Arrangement [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred Revenue Additions | $ 10,000,000 | 53,400,000 | |||||||||||||||
Technology access fees | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | |||||||||||||
Quarterly research payments | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | |||||||||||||
Proceeds from issuance of preferred stock | $ 9,000,000 | ||||||||||||||||
Number of performance obligations | PerformanceObligation | 2 | ||||||||||||||||
Transaction price | $ 59,000,000 | ||||||||||||||||
Transaction price allocated to preferred units purchased at fair value | 11,600,000 | ||||||||||||||||
Collaboration revenue | 10,300,000 | 9,300,000 | 7,800,000 | 38,900,000 | |||||||||||||
Aggregate transaction price remaining to be recognized | 18,500,000 | $ 18,500,000 | 18,500,000 | 18,500,000 | |||||||||||||
Aggregate transaction price remaining to be recognized, period | through December 2019 | ||||||||||||||||
Accounts receivable | 6,000,000 | 6,000,000 | $ 6,000,000 | 6,000,000 | 6,000,000 | 6,000,000 | |||||||||||
Deferred revenue | 14,500,000 | 11,200,000 | 14,500,000 | 11,200,000 | 14,500,000 | 14,500,000 | |||||||||||
Novartis [Member] | Novartis Arrangement [Member] | HSC and CAR-T Cell Products [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Remaining transaction price allocated to combined performance obligation of licenses and associated research activities | $ 47,400,000 | ||||||||||||||||
Combined performance obligation of licenses and associated research activities, revenue recognition period | 5 years | ||||||||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Regeneron Agreement [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred Revenue Additions | $ 75,000,000 | $ 75,000,000 | |||||||||||||||
One time collaboration payment | $ 25,000,000 | ||||||||||||||||
Termination period of agreement | 180 days | ||||||||||||||||
Number of performance obligations | PerformanceObligation | 3 | ||||||||||||||||
Transaction price | $ 125,000,000 | ||||||||||||||||
Purchase of common stock through private placement | 50,000,000 | ||||||||||||||||
Collaboration term extension period | 2 years | ||||||||||||||||
Royalty payment obligation expiration period | 12 years | ||||||||||||||||
Transaction price allocated to common stock | 50,000,000 | ||||||||||||||||
Remaining transaction price allocated to combined performance obligation | 75,000,000 | ||||||||||||||||
Amount allocated to licenses to targets and associated research activities and evaluation plans | 63,800,000 | ||||||||||||||||
Amount allocated to technology collaboration and associated research activities | $ 11,200,000 | ||||||||||||||||
Licenses to targets and associated research activities and evaluation plans performance period | 6 years | ||||||||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Regeneron Agreement [Member] | Maximum [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Development based milestone payments under agreement | $ 25,000,000 | ||||||||||||||||
Sales based milestone payments under agreement | 185,000,000 | ||||||||||||||||
Regulatory based milestone payments under agreement | 110,000,000 | ||||||||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Stock Purchase Agreement [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Purchase of common stock through private placement | $ 50,000,000 | ||||||||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Co-Development and Co-Promotion Agreement Member [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Termination period of agreement | 180 days | ||||||||||||||||
Compensation for prior work | $ 1,500,000 | ||||||||||||||||
Payment of royalty percentage on net product sales | 50.00% | ||||||||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Co-Development and Co-Promotion Agreement Member [Member] | Minimum [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Options exercisable, number of shares exercisable | shares | 5 | ||||||||||||||||
Collaborative arrangement obligation to be fund in development costs | $ 5,000,000 | ||||||||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Regeneron Arrangement | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred Revenue Additions | 75,000,000 | ||||||||||||||||
Collaboration revenue | $ 20,100,000 | 16,800,000 | 8,700,000 | 45,600,000 | |||||||||||||
Aggregate transaction price remaining to be recognized | 41,400,000 | $ 41,400,000 | 41,400,000 | 41,400,000 | |||||||||||||
Aggregate transaction price remaining to be recognized, period | through April 2022 | ||||||||||||||||
Deferred revenue | 41,400,000 | 54,100,000 | $ 41,400,000 | 54,100,000 | 41,400,000 | 41,400,000 | |||||||||||
Due from related party | 7,500,000 | 4,100,000 | 7,500,000 | 4,100,000 | $ 500,000 | 7,500,000 | 7,500,000 | ||||||||||
Accounts receivable | $ 1,500,000 | $ 4,500,000 | $ 1,500,000 | $ 4,500,000 | 1,500,000 | $ 1,500,000 | |||||||||||
Regeneron Pharmaceuticals Inc. [Member] | Regeneron Arrangement | Research and Development Services [Member] | |||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Collaboration revenue | $ 12,100,000 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Equity-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Equity-based compensation expense | $ 17,046 | $ 15,322 | $ 6,715 |
Research and Development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Equity-based compensation expense | 8,994 | 7,280 | 4,083 |
General and Administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Equity-based compensation expense | $ 8,052 | $ 8,042 | $ 2,632 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Restricted Stock Activity (Detail) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Unvested, Beginning balance | shares | 479,822 |
Number of Shares, Granted | shares | 86,250 |
Number of Shares, Vested | shares | (411,372) |
Number of Shares, Cancelled | shares | (45,627) |
Number of Shares, Unvested, Ending balance | shares | 109,073 |
Weighted Average Grant Date Fair Value per Share, Unvested, Beginning balance | $ / shares | $ 0.90 |
Weighted Average Grant Date Fair Value per Share, Granted | $ / shares | 22.98 |
Weighted Average Grant Date Fair Value per Share, Vested | $ / shares | 0.83 |
Weighted Average Grant Date Fair Value per Share, Cancelled | $ / shares | 8.31 |
Weighted Average Grant Date Fair Value per Share, Unvested, Ending balance | $ / shares | $ 15.53 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized equity-based compensation expense related to restricted stock | $ 1.4 | ||
Weighted average grant date fair value per share | $ 15.05 | $ 12.43 | $ 6.48 |
Unrecognized compensation cost related to stock options | $ 38.2 | ||
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average period of unrecognized compensation costs | 1 year 7 months 6 days | ||
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average period of unrecognized compensation costs | 2 years 10 months 24 days |
Equity-Based Compensation - S_2
Equity-Based Compensation - Summary of Weighted Average Assumptions Used to Compute Fair Value of Option Granted (Detail) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Risk-free interest rate | 2.70% | 2.00% | 1.30% |
Expected life of options | 6 years | 6 years | 6 years |
Expected volatility of underlying stock | 87.10% | 93.90% | 88.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Equity-Based Compensation - S_3
Equity-Based Compensation - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Options, Outstanding, Beginning Balance | shares | 4,705,448 |
Number of options, Granted | shares | 2,128,126 |
Number of options, Exercised | shares | (1,142,944) |
Number of options, Forfeited | shares | (652,967) |
Number of Options, Outstanding, Ending Balance | shares | 5,037,663 |
Number of Options, Exercisable | shares | 1,736,487 |
Weighted Average Exercise Price per Share, Outstanding, Beginning Balance | $ / shares | $ 12.09 |
Weighted Average Exercise Price per Share, Granted | $ / shares | 20.38 |
Weighted Average Exercise Price per Share, Exercised | $ / shares | 9.32 |
Weighted Average Exercise Price per Share, Forfeited | $ / shares | 16.59 |
Weighted Average Exercise Price per Share, Outstanding, Ending Balance | $ / shares | 15.63 |
Weighted Average Exercise Price per Share, Exercisable | $ / shares | $ 11.42 |
Weighted Average Remaining Contractual Term, Outstanding | 8 years 4 months 17 days |
Weighted Average Remaining Contractual Term, Exercisable | 7 years 4 months 2 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 8,940 |
Aggregate Intrinsic Value, Exercisable | $ | $ 6,360 |
Loss Per Share - Schedule of Ba
Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss | $ (19,066) | $ (22,702) | $ (22,219) | $ (21,356) | $ (23,963) | $ (15,356) | $ (15,593) | $ (12,631) | $ (85,343) | $ (67,543) | $ (31,634) |
Weighted average shares outstanding, basic and diluted | 44,215 | 43,161 | 42,836 | 42,043 | 39,155 | 35,189 | 34,916 | 34,723 | 43,069 | 36,006 | 22,222 |
Net loss per share, basic and diluted | $ (0.43) | $ (0.53) | $ (0.52) | $ (0.51) | $ (0.61) | $ (0.44) | $ (0.45) | $ (0.36) | $ (1.98) | $ (1.88) | $ (1.42) |
Loss Per Share - Potential Dilu
Loss Per Share - Potential Dilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential dilutive securities excluded from computation of diluted net loss per common share | 5,147 | 5,185 | 4,402 |
Unvested Restricted Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential dilutive securities excluded from computation of diluted net loss per common share | 109 | 480 | 1,362 |
Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential dilutive securities excluded from computation of diluted net loss per common share | 5,038 | 4,705 | 3,040 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) | Nov. 15, 2018USD ($)shares | Oct. 12, 2018USD ($) | Nov. 06, 2017USD ($) | Nov. 01, 2017$ / sharesshares | May 11, 2016USD ($)$ / sharesshares | Apr. 25, 2016 | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($) |
Class Of Stock [Line Items] | |||||||||
Number of common stock issued upon conversion of value | $ 28,548,000 | $ 141,000,000 | $ 167,139,000 | ||||||
Common stock par value per share | $ / shares | $ 0.0001 | $ 0.0001 | |||||||
Proceeds from common stock offering | $ 28,971,000 | $ 141,000,000 | $ 170,507,000 | ||||||
Accretion amount recognized | $ 0 | ||||||||
Sales Agreement [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of common stock issued upon conversion of shares | shares | 1,659,300 | ||||||||
Proceeds from common stock offering | $ 29,000,000 | ||||||||
Percentage of gross proceeds from common stock as sales agent cash commission | 3.00% | ||||||||
Sales Agreement [Member] | General and Administrative [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Legal accounting and other fees | $ 400,000 | ||||||||
Sales Agreement [Member] | Maximum [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Proceeds from common stock offering | $ 100,000,000 | ||||||||
IPO [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of common stock issued upon conversion of shares | shares | 6,900,000 | ||||||||
Common stock price per share | $ / shares | $ 18 | ||||||||
Proceeds from issuance initial public offering | $ 115,500,000 | ||||||||
Reverse stock split ratio of common stock | 0.588 | ||||||||
Reverse stock split description | one-for-1.7 reverse stock split | ||||||||
Effective date of reverse stock split | Apr. 25, 2016 | ||||||||
Convertible preferred stock conversion ratio | one-for-0.6465903 | ||||||||
Conversion of convertible preferred stock into common stock | shares | 23,481,956 | ||||||||
Private Placement [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of common stock issued upon conversion of shares | shares | 3,055,554 | ||||||||
Number of common stock issued upon conversion of value | $ 55,000,000 | ||||||||
Public Offering [Member] | Underwriting Agreement [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of common stock issued upon conversion of shares | shares | 6,250,000 | ||||||||
Common stock par value per share | $ / shares | $ 0.0001 | ||||||||
Proceeds from common stock offering | $ 141,000,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
May 31, 2016 | Jul. 31, 2014 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||||||||||||
General and administrative expenses | $ 8,708 | $ 8,270 | $ 7,805 | $ 7,406 | $ 10,213 | $ 5,711 | $ 6,369 | $ 5,732 | $ 32,189 | $ 28,025 | $ 16,798 | ||
Research and development expense related to license and service agreements with related party | 19,918 | 23,237 | 23,467 | 22,493 | 21,170 | 17,481 | 15,565 | 13,431 | 89,115 | 67,647 | 31,840 | ||
Collaboration revenue | 7,880 | $ 7,408 | $ 7,677 | $ 7,469 | 6,668 | $ 7,317 | $ 5,917 | $ 6,215 | 30,434 | 26,117 | $ 16,479 | ||
Deferred revenue | $ 55,932 | 59,868 | $ 55,932 | $ 59,868 | |||||||||
Caribou [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Percentage of related party obligation | 30.00% | 30.00% | 30.00% | 30.00% | |||||||||
Percentage of shares owned | 5.50% | 5.50% | |||||||||||
General and administrative expenses | $ 900 | $ 500 | $ 900 | ||||||||||
Research and development expense related to license and service agreements with related party | 1,300 | ||||||||||||
Novartis [Member] | Collaborative Arrangement | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Percentage of shares owned | 9.60% | 9.60% | |||||||||||
Common stock, shares acquired | 277,777 | ||||||||||||
Collaboration revenue | $ 10,300 | 9,300 | $ 7,800 | ||||||||||
Accounts receivable | $ 6,000 | 6,000 | 6,000 | 6,000 | |||||||||
Deferred revenue | $ 14,500 | $ 11,200 | $ 14,500 | $ 11,200 |
401(k) Plan - Additional Inform
401(k) Plan - Additional Information (Detail) - 401(k) plan [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Defined Contribution Plan Disclosure [Line Items] | |
Employer matching contribution of employee contribution, percent | 50.00% |
Employer matching contribution, percent | 6.00% |
Employer discretionary contribution amount | $ 0.6 |
Unaudited Quarterly Results - S
Unaudited Quarterly Results - Schedule of Results of Operations on Quarterly Basis (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |||||||||||
Collaboration revenue | $ 7,880 | $ 7,408 | $ 7,677 | $ 7,469 | $ 6,668 | $ 7,317 | $ 5,917 | $ 6,215 | $ 30,434 | $ 26,117 | $ 16,479 |
Operating expenses: | |||||||||||
Research and development | 19,918 | 23,237 | 23,467 | 22,493 | 21,170 | 17,481 | 15,565 | 13,431 | 89,115 | 67,647 | 31,840 |
General and administrative | 8,708 | 8,270 | 7,805 | 7,406 | 10,213 | 5,711 | 6,369 | 5,732 | 32,189 | 28,025 | 16,798 |
Total operating expenses | 28,626 | 31,507 | 31,272 | 29,899 | 31,383 | 23,192 | 21,934 | 19,163 | 121,304 | 95,672 | 48,638 |
Operating loss | (20,746) | (24,099) | (23,595) | (22,430) | (24,715) | (15,875) | (16,017) | (12,948) | (90,870) | (69,555) | (32,159) |
Interest income | 1,680 | 1,397 | 1,376 | 1,074 | 752 | 519 | 424 | 317 | 5,527 | 2,012 | 525 |
Net loss | $ (19,066) | $ (22,702) | $ (22,219) | $ (21,356) | $ (23,963) | $ (15,356) | $ (15,593) | $ (12,631) | $ (85,343) | $ (67,543) | $ (31,634) |
Net loss per share, basic and diluted | $ (0.43) | $ (0.53) | $ (0.52) | $ (0.51) | $ (0.61) | $ (0.44) | $ (0.45) | $ (0.36) | $ (1.98) | $ (1.88) | $ (1.42) |
Weighted average shares outstanding, basic and diluted | 44,215 | 43,161 | 42,836 | 42,043 | 39,155 | 35,189 | 34,916 | 34,723 | 43,069 | 36,006 | 22,222 |